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HomeMy WebLinkAbout112414_ca11JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS CONSENT AGENDA REQUEST TO: Board of County Commissioners FROM: Philip Morley, County Administrato DATE: November 24, 2014 RE: Coyle Road Real Property License, selling to JeffCom the County's interest in the tower on Coyle Road, and licensing JeffCom to use property the County owns or controls, for a term of 50 years from execution; $1 plus $3,500 /year. STATEMENT OF ISSUE: This is one of five agreements between Jefferson County and JeffCom. Staff recommends that the Board of County Commissioners execute all five Agreements. These include: • Port Hadlock License and Use Agreement for JeffCom, providing JeffCom office space at the County Jail annex in Port Hadlock, term 10/1/'12-12/3 l/' 15; plus four reciprocal agreements to allow one another to operate communications equipment on each other's tower(s): • Port Hadlock Tower License, licensing JeffCom to operate and access communications equipment on the County's Port Hadlock Tower, for a term of 20 years from execution; • Port Townsend Tower Sublicense; licensing the County to operate and access communications equipment on JeffCom's Tower at Fire Station 16 in Port Townsend, for a term of 20 years from execution; • Coyle Road Real Property License, selling to JeffCom the County's interest in the tower on Coyle Road, and licensing JeffCom to use property the County owns or controls, for a term of 50 years from execution; • Coyle Road Tower and Building Sublicense, licensing the County to operate and access communications equipment on the Coyle Tower once it is owned by JeffCom, for a term of 50 years from execution. ANALYSIS: These five agreements are the product of extensive negotiation between JeffCom and the County starting in 2012. From 2012 until now, the Board of County Commissioners has been periodically consulted with and provided guidance for the negotiations. Most recently the Board reviewed all five agreements at its meeting on November 3, 2014. JeffCom has approved the agreements, and they have passed county risk and legal reviews. FISCAL IMPACT: Summary of County /JeffCom Agreements Office Use & License Expires JeffCom County Net in Agreement paysto paysto 2014* County JeffCom Office Use & License 12/31!2015 $ 40,903 $ 40,903 Tower Agreements Expires JeffCom County Net per paysto paysto year ** County JeffCom Coyle Tower Sale & License 50 yrs $ 3,500 Plus $1 sale Coyle Tower Sublicense 50 yrs $ 3,500 Hadlock Tower License 20 yrs $ 12,000 Station 16 Tower Sublicense 20 yrs $ 12,000 subttl Towers: $ 15,500 $ 15,500 $ 0 * The use and license fee that JeffCom pays to the County for office space escalates with CPI throughout the term. Amounts each year are as follows: 2012 (partial year) $9,845; 2013 $40,434; 2014 $40,903; 2015 $41,815. Approximately 16% in each year is reserved for capital repairs by the County to the building, the remaining balance of which would be returned to JeffCom should JeffCom quit use of the facility and capital funds remain unspent after 10 years from then. * * The license fees for all tower agreements index at 3% /year starting the second year, with a net cumulative cost of $0 to both the County and JeffCom for the group of four tower agreements. RECOMMENDATION: Execute all five agreements with JeffCom I• POP Date Coyle Road Real Property License Between Jefferson County And JeffCom JeffCom- Jefferson County Coyle Road Real Property License Page 1 of 32 Coyle Road Real Property License This Coyle Road Real Property License (hereinafter "License ") is made this _ day of , 2014 (Effective Date), by and between JEFFERSON COUNTY, a municipal corporation, with an office located at Jefferson County Courthouse, PO Box 1220, 1820 Jefferson Street, Port Townsend, WA 98368 and its officers, officials and employees (hereinafter `Licensor ") and JEFFCOM, an interlocal government agency created by Jefferson County, the City of Port Townsend and Jefferson County Fire Districts 1 through 5, with an office located at 81 Elkins Road, Port Hadlock, WA 98339 (hereinafter "Licensee "). The Licensor and Licensee are at times referred to herein collectively as the "Parties" or individually as a "Party." WHEREAS, Licensor owns certain real property located in a Right of Way in Jefferson County, Washington ('Right of Way Property"), and has rights to an easement over an adjacent parcel of real property, pursuant to a Grant of Easement made by and between Licensor and Vettleson (defined below), upon which Licensor owns and operates certain equipment and attachments including, but not limited to, an existing tower, fences, utilities and other equipment, attachments and improvements that are currently situated on the Licensed Premises ( "Transferred Equipment and Attachments "), all as identified on Attachment A - Transferred Equipment and Attachments; Licensor Equipment, attached hereto and incorporated herein; and WHEREAS, on July 20, 2009, Licensor and Wayne E. Vettleson and Pamela J. Vettleson ( "Vettleson ") entered into a "Grant of Easement" for property abutting the Right of Way Property, which easement was recorded on August 3, 2009, in the records of Jefferson County, Washington, under Auditor's File No 545503 ( "Vettleson Grant of Easement "), the subject real property of which is a portion of Assessor's Parcel Number ( "APN ") 601023007 ( "Vettleson Property"), all as described in Attachment B - Vettleson Grant of Easement, attached hereto and incorporated herein; and WHEREAS, the Right of Way Property and the Vettleson Property are hereinafter collectively referred to as " Licensor's Real Property" as described in Attachment C -1- Legal Description of Licensor's Real Property, and depicted in Attachment C -2, Coyle Communications Facility: Licensor's Real Property, Prepared 2014, attached hereto and incorporated herein; and WHEREAS, Pursuant to that certain "Short Form Contract" dated on or about March 2, 1993, ( "NWREMS Contract ") a copy of which is attached hereto as Attachment D - NWREMS Contract, Licensor caused to be constructed a communications tower ( "Tower ") located on Licensor's Real Property. Licensor was the recipient of grant money to fund the NWREMS Contract to purchase the Transferred Equipment and Attachments of which the Tower is a part; and, WHEREAS, Licensor desires to transfer to Licensee all rights, responsibilities and liabilities in and to the Transferred Equipment and Attachments, and Licensee desires to assume all rights, responsibilities and liabilities in and to the Transferred Equipment and Attachments from the Effective Date forward, and through this License the Parties intend to consummate such transfer; and WHEREAS, Licensor desires to license to Licensee, and Licensee desires to license from Licensor a portion of Licensor's Real Property for the installation, operation and maintenance of a communications facility, along with other rights and privileges ancillary to the license of such space and operation of Licensee's Equipment located upon the Licensed Premises; and WHEREAS, Licensee intends to sublicense or assign portions of the Licensed Premises and to convey a portion of the rights of the Licensee, within this License, to its sublicensee(s) or assignees, but such agreement shall not alter or remove the publically owned status of the Tower located on Licensor's real property. WHEREAS, Jefferson County Department of Public Works through Licensor owns and operates certain radio equipment, attachments and an antenna ( "Licensor Equipment "), as set forth on Attachment A, situated JeffCom- Jefferson County Coyle Road Real Property License Page 2 of 32 within the Licensed Premises, the installation, operation and maintenance of which will be subject to a separate sublicense agreement between the Parties, of even date herewith. NOW THEREFORE, for good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Parties hereby incorporate each of the foregoing recitals into the License by this reference and hereby agree to be bound to the following terms and conditions: Section 1: Definitions: "Communications Facility Area" is defined as the area reflected on Attachment C -2 to this License, more particularly described as containing some 937.58 square feet and bounded by 8' high woven wire security fencing. "Easement" is defined as the Vettleson Easement. "Hazardous Substance" shall for this License have the same definition as found in WAC 173 -340- 200. "Legal Description of Licensor's Real Property" is found at Attachment C -1 to this License. "Licensed Premises A" is defined as the area described on Attachment E and depicted on Attachment C -2 to this License, more particularly described to include the "Communications Facility Area," and the so- called "expansion area" in the right -of -way of Coyle Road measuring 11' east -west and 20' north -south to be located to the south of the "Communications Facility Area' "Licensed Premises B" is defined as two "parking and access only' areas in the right -of -way of Coyle Road, each measuring 40' north -south and 18' east -west located, one located directly north of the "Communications Facility Area" and one directly south of the "expansion area' as depicted in Attachment C -2 to this License. "Licensor Equipment" is listed on Attachment A to this License and remains the property of the Licensor after execution of this License. "Licensor's Real Property" is defined as those portions of the Coyle Road right of way described as being within Licensed Premises A and B and the easement granted to the County by the Vettlesons and recorded at AFN 545503. "NWREMS Contract" is made Attachment D to this License. "Transferred Equipment and Attachments" is listed on Attachment A and becomes the property of the Licensee as a result of this License. "Vettleson Grant of Easement" is described and memorialized in Attachment B to this License, a recorded Easement having Auditor's File Number 545503. JefPCom- Jefferson County Coyle Road Real Property License Page 3 of 32 Section 2: Sale of Equipment and Attachments A. Sale of assets. As of the Effective Date of this License, Licensor hereby sells and transfers to Licensee all of Licensor's rights, responsibilities and liabilities of the Transferred Equipment and Attachments described in Attachment A for the sum of One and No /100s Dollars ($1.00). Accordingly, to the extent permitted by law, Licensee hereby accepts all rights, responsibilities and liabilities for the Transferred Equipment and Attachments from the Effective Date forward. i) To the best of Licenser's knowledge, Licensor represents that it is the rightful owner of the Transferred Equipment and Attachments shown on Attachment A. If in the future it is determined that Licensor was not the rightful owner of any portion or all of the Transferred Equipment and Attachments, Section 2A of the License shall be deemed null and void to the extent of the portion of the Transferred Equipment and Attachments determined to not be owned by Licensor. In the event the Transferred Equipment and Attachments are determined to not be owned by Licensor and until such time as the Parties are able to consummate a written amendment to this License under this Section, Licensee shall be permitted to continue operating on the Licensor's Real Property according to the existing terms and conditions hereunder, as may be amended from time to time, without interruption. ii) Licensee hereby agrees to release Licensor and shall hold Licensor harmless from all claims relating to this Section 2 (including reasonable attorneys' fees, costs and expenses of defending against such claims) in the event Section 2A is ultimately deemed null and void due to the discovery that Licensor did not rightfully own the Transferred Equipment and Attachments as of the Effective Date. Section 3: Real Property License 1) Incorporation of pre - existing Licensee rights: the Parties are subject to that certain "Interlocal Agreement Regarding Emergency Dispatching, Communications and Other Public Safety Services" which has an effective date of October 1, 2012 (hereinafter "Interlocal Agreement"). This License shall prevail in the event of any conflict of terms or operation between the Interlocal Agreement and this License. 2) Use of Licensed Premises A. Subject to the terms and conditions of this License, Licensee shall use the Licensed Premises A for the purpose of constructing, installing, maintaining, repairing and operating a communications facility and uses incidental thereto. All improvements, towers, equipment, antennas, fences, shelters, generators, conduits, and all other personal property and appurtenances thereto including the Transferred Equipment and Attachments (collectively the "Licensee's Equipment ") installed and operated on the Licensed Premises A by Licensee for Licensee's sole use shall be installed and operated at Licensee's expense. Such installation, operation, removal, maintenance, additions and /or upgrades shall be at the discretion and option of Licensee. Licensee shall have the right to replace, repair, add or otherwise modify Licensee's Equipment, its utilities, antennas and /or conduits or any portion thereof and the frequencies over which Licensee's Equipment operates, whether the equipment, antennas, conduits or frequencies are specified or not on any Attachment attached hereto, at any time during the Term or any Holdover Term. Licensor agrees to sign documents, issue permits or grant licenses to the extent such documents, permits or licenses are consistent with applicable extant utility franchises and /or county code as may be required by any utility company (public or private) to provide service to the Licensed Premises A, including the grant to Licensee or to the servicing utility company at no cost to the Licensee, of an license in, over, across or through Licensor's Real Property as required by such servicing utility company (public or private) to provide utility services as provided herein. It is understood and agreed that Licensee's ability to use the Licensed Premises A is contingent upon Licensee obtaining or maintaining, after the Effective Date of this License, all of the certificates, permits and other approvals (collectively the "Governmental Approvals ") that may be required by any Federal, State or Local authorities, as well as JeffCo n- Jefferson County Coyle Road Real Property License Page 4 of 32 satisfactory geotechnical reports, including but not limited to soil borings reports and structural analyses that will permit Licensee the new or continued use of the Licensed Premises A as set forth above. Licensor shall cooperate with Licensee in its effort to obtain such approvals and shall take no action that would adversely affect: (i) the status of Licensor's Real Property with respect to the proposed use thereof by Licensee, or (ii) Licensee's use of the nonexclusive licenses seven (7) days a week, twenty four (24) hours a day over and across Licensor's Real Property. 3) Use of Licensed Premises B. Subject to the terms and conditions of this License, Licensee shall use the Licensed Premises B solely for the purposes of ingress, access and parking. The use of Licensed Premises B by Licensee or any Sublicensee shall be non - exclusive and no permanent installation or facility, including, but not limited to, a structure, infrastructure, utility box, conduit or footing, shall be installed, established or constructed within or upon Licensed Premises B by Licensee, or any Sublicensee without the express written permission of the Licensor. 4) Term. Subject to the terms and conditions herein, the term of this License shall be for fifty (50) years (the "Term ") commencing on the Effective Date, and expiring on the last day of the Term. a) Holdover Terms. If, upon expiration of the Term, an extension to this License or a new license has not been executed, and provided that Licensee is not in default of any provisions of this License, and if neither Party has delivered to the other a notice of their intention not to renew this License, this License shall automatically renew in one (1) year terms (`Holdover Term(s)"). Licensee shall continue to occupy the Licensed Premises in accordance with the terms and conditions of this License during any Holdover Term(s). During any such Holdover Tennis), either Party may terminate this License by delivering to the other Party a notice of intent to terminate the License at least one hundred and twenty (120) days prior to the end of the then current Holdover Term. 5) License Fee, The License Fee for the first (1�') year of the License shall be Three Thousand Five Hundred Dollar ($3,500.00) per year ( "License Fee') to be paid to the Licensor within thirty (30) calendar days of the Effective Date. a) Escalation. Beginning with the second (2 11d) year of the Term, and every year thereafter during the Term, the License Fee shall increase by three percent (3 %) over the preceding year's License Fee. Each annual License Fee payment shall be paid in advance, due and payable on or before the anniversary of the Effective Date. b) Hold -Over. If Licensee holds over after the Term, the License Fee shall increase by three percent (3 %) over the License Fee paid during the immediately preceding year, due and payable in advance, on the anniversary of the Effective Date, throughout the Holdover Term(s). 6) Additional Payments. Except in the case of amounts billed directly to Licensee by a governmental authority other than Licensor, any payment due in addition to License Fee under this License ( "Additional Payment(s)") shall be paid by Licensee to Licensor. Additional Payment(s) shall include that portion, if any, of any fee or other assessment directly attributable to Licensee's use of the Licensed Premises A or B including, but not limited to: (i) Licensee's pro rata share of any governmental assessments directly attributable to the Licensed Premises A or B or Licensee's Equipment, (ii) any municipal application review fee or antenna installation fee relating to Licensee's use of the Licensed Premises A or B, and (iii) any sales or use taxes that are assessed or due by reason of the License Fee or Additional Payment(s). Licensor shall pay all Additional Payments in a timely manner to avoid any increase in the amount due by penalty or otherwise. In connection with any claim for Additional Payment(s), Licensor must deliver to Licensee written evidence, including all reasonable supporting documentation requested by Licensee, to demonstrate that the Additional Payment(s) claimed falls within this Section. a) Licensee shall have the right, at its sole option and expense, to appeal, challenge or seek modification of any such assessment or billing for which Licensee is wholly or partly responsible for payment. Licensor, at no additional fee to Licensee, shall reasonably cooperate with Licensee in filing, JeffCom- Jefferson County Coyle Road Real Property License Page 5 of 32 prosecuting and perfecting any appeal or challenge to any assessment. In the event that as a result of any appeal or challenge by Licensee, there is a reduction, credit or repayment received by Licensor for any Additional Payment previously paid by Licensee, Licensor agrees to promptly reimburse Licensee its pro rata share of the reduction, credit or repayment. 7) Payment Address and Method of Payment. License Fee and any Additional Payment(s) are to be clearly identified as "CCo4e Road Real PropelU License entfsl" and mailed to: County Administrator Jefferson County Courthouse PO Box 1220 1820 Jefferson Street Port Townsend, WA 98368 Licensor may change the payee and payee address by providing sixty (60) days' prior written notice to Licensee. Licensee may, at its sole discretion, pay License Fee and Additional Payment(s) by electronic funds transfer and in such event, Licensor agrees to provide to Licensee bank routing information for such purpose upon Licensor's receipt of written request from Licensee. 8) Assignment and Subletting. Licensee may in its sole discretion assign or sublet this License, and all or any portion of the Licensed Premises A, Licensee's Equipment, and /or any of Licensee's improvements on the Licensed Premises A, for example, co- location agreements with other entities requesting or requiring a facility or space on the Tower, as that term is defined herein, without notice to or consent by Licensor. This License does not authorize Licensee to assign or sublicense all of its possessory interests and rights and obligations under this license in respect to Licensed Premises A, its equipment and its improvements at licensed Premises A to any for - profit entity or for - profit telecommunications carrier, or to enter into any contract or agreement that would terminate the publicly -owned status of the tower that is the subject of this Agreement. Any sublicense or assignment that is entered into by Licensee shall be subject to the provisions of this License. Any such assignment by Licensee of all of Licensee's right, title and interest in and to the License, the Licensee's Equipment, and/or the Licensed Premises shall relieve Licensee of further obligation hereunder. Licensor may assign its interest in Licensor's Real Property and this License upon written notice to Licensee, provided that such assignee assumes all of Licensor's obligations hereunder. 9) Maintenance. Licensee shall be responsible, whether owned, licensed or installed by Licensee now or in the future, for (i) all maintenance of Licensee's Equipment, as may be modified or upgraded from time to time, landscaping, fencing and sublicensee(s) equipment, (ii) all compliance with Governmental Approvals including but not limited to permits, local, FAA and FCC and tower painting, marking and lighting, said maintenance to be regularly accomplished, in accordance with industry standards and to include prompt removal of known or obvious hazards Licensor shall maintain all access roadways from the nearest public roadway to the Licensed Premises in a manner sufficient to allow pedestrian and vehicular access at all times. Licensor shall be responsible for maintaining and repairing such roadways, at its sole expense, except for any damage caused by Licensee's use of such roadways. 10) Ownership of Equipment. All of Licensee's Equipment, trade fixtures, trade equipment and utilities installed by Licensee, if any, for its purposes, whether or not attached to the Licensed Premises, will remain the property of Licensee and Licensee shall have the right to remove the same at any time and from time to time during the Term or any Holdover Term of this License, or at the expiration or prior termination thereof. Furthermore, Licensor shall have no right or claim to any insurance proceeds payable on account of damage to or destruction of any of Licensee's Equipment and personal property of Licensee. The Licenses granted to Licensee under this License shall continue during the Removal Period (defined below) as necessary for Licensee to remove Licensee's Equipment and personal property from the Licensed Premises. JeffCom- Jefferson County Coyle Road Real Property License Page 6 of 32 11) Successors and Assigns. This License shall run with Licensor's Real Property and Licenses. This License shall be binding upon and inure to the benefit of the Parties, their respective successors, personal representatives and assigns, and sublicensee(s). 12) Subordination. This License is and shall be subordinate to all mortgages which may now or hereafter be secured upon the Licensor's Real Property, Licenses or Licensed Premises A and B and to any and all renewals, modifications, consolidations, replacements and extensions thereof. 13) Waiver of Licensors Lien. Licensor hereby waives any and all lien rights it may have statutory or otherwise, concerning Licensee's Equipment and personal property on the Licensed Premises, or any portion thereof, which shall be deemed personal property for the purposes of this License, regardless of whether or not same is deemed real or personal property under applicable laws, and Licensee shall have the right to remove all or any portion of same from time to time in Licensee's sole discretion and without notice to Licensor and without Licensor's consent. 14) Interference. The Parties agree that Licensor, and /or any of Licensor's current or future tenants on Licensor's Real Property, will be permitted to install only such equipment that is of the type and frequency that will not cause harmful interference to the then - existing Licensee's Equipment or that of Licensee's subleases. The Parties agree that Licensee, and /or any of Licensee's current or future assignees or sublicensees having equipment or facilities on the Tower or Licensed Premises A will be permitted to install only such equipment that is of the type and frequency that will not cause harmful interference to the then - existing Licensor's Equipment on the Tower or Licensed Premises A. The Parties acknowledge that there will not be an adequate remedy at law for noncompliance with the provisions of this Section, and therefore Licensor and Licensee shall have the right to all legal and equitable remedies, such as, without limitation, injunctive relief and specific performance. 15) Termination. In addition to other termination rights contained in this License, this License may be terminated, without any penalty or further liability, as follows: (i) by Licensee upon sixty (60) days prior written notice if it is unable to obtain or maintain any license, permit or other approval necessary to the operation of Licensee's Equipment or the Licensed Premises; or (ii) by Licensee upon two hundred seventy (270) days' prior written notice if Licensee determines, in its sole discretion, that Licensed Premises A and B are no longer suitable for its purposes for any reason. In the event of early termination, Licensee shall not be entitled to a refund of any prepaid License fee. 16) Breach. In the event there is a Breach by either Party under this License, the non - breaching Party shall give the breaching Party written notice of such Breach in the manner set forth in Section 26 below. The occurrence of any one or more of the following events by either Parry constitutes a "Breach" of this License: a) The failure of Licensee to pay the License Fee, Additional Payments or any other amount due under this License when such payment is due. b) The failure of Licensee, its agent(s), subcontractor(s) or employee(s) to perform or observe any provision of this License. c) The misrepresentation by either Party in any of the representations or warranties contained herein. d) The failure of either Party to comply with the covenants, terms, conditions and provisions of this License. JeffCom- Jefferson County Coyle Road Real Property License Page 7 of 32 17) Remedies in the Event of a Breach. After written notice of a Breach is deemed validly given, as set forth with Section 26 below, the breaching Party shall have thirty (30) calendar days in which to cure any monetary Breach, and sixty (60) calendar days to cure any non - monetary Breach. The breaching Party shall have such extended period as may be required beyond sixty (60) calendar days for a non - monetary breach, provided that the nature of the cure is such that it reasonably requires more than sixty (60) calendar days, subject to the following: a) the breaching Party commences the cure within thirty (30) calendar days of its receipt of written notice of such Breach; and b) the breaching Party delivers to the non - breaching Party, in writing, and the non - breaching Party accepts, in writing, an acceptable cure to such Breach (as specified herein); and c) the breaching Party thereafter continuously and diligently pursues the cure to completion. In no case shall the cure period for any Breach be extended beyond ninety (90) calendar days, unless agreed upon in writing by the non - breaching Party. The non - breaching Party may not maintain any action or effect any remedies for Default against the breaching Party unless and until the breaching Party has failed to cure the Breach within the time periods provided in this Section. 18) Df ul . The failure of the breaching Party to cure a Breach within the time frames set forth above shall result in a "Default" under this License. In the event of a Default, the non - defaulting Party shall deliver written notice of such Default to the defaulting Party, and the following shall apply: a) Licensor's Remedies. In the event of a Default by Licensee, Licensor may, but shall not be required to, pursue all or any of the following remedies: i. Terminate this License without further liability, subject to the provisions of this License, and ii. Make any payment required of Licensee herein or comply with any term, covenant or condition required hereunder to be performed by Licensee, including obtaining reasonably required insurance policies, and iii. Pursue any other rights and remedies available at law or in equity, subject to the provisions of this License. b) Licensee's Remedies. In the event of a Default by Licensor, Licensee may, but shall not be required to, pursue all or any of the following remedies: L Terminate this License without further liability, subject to the provisions of this License, and ii. Make any payment required of Licensor herein or comply with any term, covenant or condition required hereunder to be performed by Licensor, including obtaining reasonably required insurance policies, and iii. Pursue any other rights and remedies available at law or in equity, subject to the provisions of this License, and iv. Cure any defaults in the payment of any mortgage or other real property interest encumbering the Licensed Premises A or B or Licensor's Real Property. Upon doing so, Licensee shall be subrogated to any and all rights, titles, liens and equities of the holders of such mortgage or other real property interest. JeffCom- Jefferson County Coyle Road Real Property License Page 8 of 32 c) The remedies given in this Section to the Parties shall be cumulative, and the exercise of one right or remedy shall not impair that Party's right to exercise any other right or remedy. NOTWITHSTANDING THE FOREGOING, each Party shall use reasonable efforts to mitigate its damages in connection with a Default by the other Parry. d) In the event that the non - defaulting Party fails to exercise its rights under this License within sixty (60) calendar days following an event of Default, and the defaulting Party cures such Default, the non - defaulting Party shall not be entitled to pursue any further action against the defaulting Parry for such cured Default. e) If either Party remedies the Default, then the Default will be deemed cured and the full amount of the actual cost and reasonable expenses incurred by the non - defaulting Party shall immediately be due and payable by the defaulting Party to the non - defaulting Party, and the defaulting Party shall pay the non - defaulting Party, upon written demand, the full undisputed amount thereof with interest thereon from the date of payment at the lesser of (i) one percent (1 %) per month, or (ii) the highest rate permitted by law. At all times during the Term or any Holdover Term of this License, including during a Breach, all undisputed fees, including the License Fee and Additional Payments, shall be due and payable as set forth herein. The failure of any Party at any time to require performance of any provision or any remedy provided under this License shall in no way affect the right of that Party to require performance or remedy at any time thereafter, nor shall the waiver by any Party of a Breach or Default be deemed to be a waiver of any subsequent Breach or Default. A waiver shall not be effective unless it is in writing and signed by the non- breaching or non - defaulting Party. 19) Removal of Communications Facility upon Termination. Following any termination or expiration of this License, Licensee shall remove all of Licensee's Equipment and personal property, but in performing such removal, Licensee shall otherwise restore the Licensed Premises to Flat and level ground, reasonable wear and tear excepted. If Licensee fails to remove Licensee's Equipment and personal property within one hundred eighty (180) days after expiration or earlier termination of this License ( "Removal Period "), Licensor may remove and dispose of Licensee's Equipment and personal property, and Licensee shall reimburse Licensor for the reasonable costs of such removal and restoration of the Licensed Premises upon Licensor's demand therefor. Moreover, at Licensor's option, if Licensee fails to remove Licensee's Equipment and personal property within the Removal Period, Licensor may deem Licensee's Equipment and personal property abandoned in which event Licensee's Equipment and personal property shall become Licensor's property. Licensee shall be permitted to operate Licensee's Equipment during the Removal Period and shall continue to pay License Fee to Licensor at the then - current monthly rate until such time as the Licensee's Equipment is removed and Licensor's Real Property is restored as provided herein. Any partial months shall be prorated. 20) Insurance. Unless otherwise mutually agreed to by the Parties: Licensee and its sublicensee(s) shall provide and carry the following insurance or equivalent thereto: a) Licensee shall carry liability and property financial protection insurance covering its use of the Licensed Premises A and /or B. Licensee may satisfy this requirement through the Washington Cities Insurance Authority, a self- insured municipal risk pool. Licensee or its insurer will notify the Licensor in writing not less than thirty (30) days in advance of any cancellation in coverage thereof. At a minimum, Licensee shall obtain Commercial General Liability Insurance including but not limited to, personal injury, broad form property damage, independent contractor, products /completed operations with limits not less than $2,000,000 per occurrence and $4,000,000 in the aggregate. b) Licensee shall furnish the Licensor with certificates of insurance ( "C01 ") prior to any work by Licensee at the Property covering Licensee's Use of the Licensed Premises A and /or B as allowed by Section 3. Prior to commencing any testing, installation, repair or maintenance work on the Licensed JeffCom- Jefferson County Coyle Road Real Property License Page 9 of 32 Premises A and /or B, Licensee shall ensure that its sublicensee(s), contractors and /or subcontractors will provide Licensor with a COI evidencing the required insurance coverage. c) NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS SECTION, Licensor shall have five (5) business days following its receipt of a COI to approve or reject such COI and insurance coverage provided by Licensee or its sublicensees, contractors and /or subcontractors. Failure by Licensor to provide Licensee with written rejection of any COI or the coverage provided by Licensee or its sublicensees, contractors and /or subcontractors within said five (5) day period shall be deemed approval by Licensor of such COI and coverage. d) The Licensee shall within 30 days of the effective date of this License and annually thereafter provide the Licensor with a true and complete copy of the self- insurance liability policy provided to it by the Washington Cities Insurance Authority or "WCIA." Licensee confirms here that the self- insurance liability policy provided to it by the WCIA is occurrence based. e) The Licensee shall maintain Worker's Compensation coverage as required under the Washington State Industrial Insurance Act, Title 51 RCW for all Licensor's employees, agents, representatives and subcontractors who are eligible for such coverage under Title 51 RCW. f) The insurance Licensee is required to obtain and maintain pursuant to this License shall not in any manner limit or qualify the liabilities or obligations of the Licensee under this License. Nor shall it cap any liability of the Licensee if an injured third parry is awarded costs, fees, including attorney's fees or other monetary damages due to an act or omission of the Licensee. g) The insurance Licensee is required to obtain and maintain pursuant to this License shall provide primary coverage. Any third party liability coverage provided to the Licensor by the Washington Counties Risk Pool shall be non - contributory to the insurance policies Licensee must obtain and maintain. h) Licensee agrees to waive subrogation with respect to each policy of insurance it must obtain and maintain pursuant to this License. This requirement shall not apply to any policy which includes a condition expressly prohibiting waiver of subrogation by the insured or which voids coverage should the Licensee enter into such a waiver of subrogation on a pre -loss (pre- occurrence) basis. 21) Destruction of Licensed Premises. If the Property or the Licensed Premises are destroyed or damaged so as, in Licensee's reasonable judgment, to hinder the effective use of Licensor's Real Property or the Licensed Premises, Licensee may elect to terminate this License as of the date of the damage or destruction by notifying Licensor not more than forty-five (45) days following the date of damage or destruction. In such event, all rights and obligations of the Parties shall cease as of the date of the damage or destruction, except those that survive this License, and Licensee shall be entitled to the reimbursement of any License Fee and Additional Payment(s) prepaid by Licensee. 22) Condemnation. If a condemning authority provides notice that it intends to take all of the Licensed Premises, or a portion sufficient, in Licensee's determination, to render the Licensed Premises unsuitable for the use that Licensee was then making of the Licensed Premises, Licensee shall have the right, at its sole discretion, to immediately terminate this License, upon written notice to Licensor. In the event Licensee terminates the License pursuant to this Section, the License shall terminate on the earlier to occur of (i) the date of Licensor's receipt of Licensee's termination notice pursuant to this Section; or (ii) as of the date the title vests in the condemning authority. The Parties shall be entitled to share in the condemnation proceeds in proportion to the values of their respective interests in the Licensed Premises. Sale of all or part of the Licensed Premises to a purchaser with the power of eminent domain in the face of the exercise of power shall be treated as a taking by condemnation. If the condemning authority is Licensor, then Licensor must provide Licensee with no less than one (1) year's prior written notice of its intent to take the Licensed Premises in whole or in part. JeffCom- Jefferson County Coyle Road Real Property License Page 10 of 32 23) Hold Harmless. Each Party shall indemnify, defend and hold the other Party, its affiliates, subsidiaries, directors, officers, employees and contractors, harmless from and against any claim, action, damages, liability, loss, cost or expense (including reasonable attorney's fees and costs), resulting from or arising out of the use, acts, omission, or occupancy of Licensor's Real Property, the Licensed Premises, the Licenses, , or rights -of -way by the indemnifying Party and /or any of its contractors, subcontractors, agents, employees or invitees except to the extent that such injury or property damage is due to the gross negligence or willful misconduct of the indemnified Party and /or any of its contractors, subcontractors, agents, employees or invitees. 24) Title and Quiet Enjoyment. Licensor warrants that it has full right, power, and authority to execute this License and has good and unencumbered fee simple title or right -of -ways to the Licensed Premises free and clear of any liens or mortgages. Licensor further warrants that Licensee shall have the quiet enjoyment of the Licensed Premises during the Term of this License or any Holdover Term or renewal thereof. Licensor warrants that there is no license, decree, regulation, order, easement, lien restriction, or other encumbrance that would adversely affect or prevent the use of the Licensed Premises by Licensee as set forth herein. a) Licensee has the right to obtain a title report or commitment for a title policy from a title insurance company of its choice. If, in the opinion of Licensee, such title report shows any defects of title or any liens or encumbrances, that may adversely affect Licensee's use of the Licensed Premises or Licensee's ability to obtain financing, Licensee shall have the right to terminate this License upon sixty (60) days' written notice to Licensor. Licensor shall have 60 days, or any term agreed upon by the parties, to remedy the defect of title. b) Licensee shall also have the right to have the Licensed Premises surveyed, and, in the event that any defects are shown by the survey that, in the opinion of Licensee, may adversely affect Licensee's use of the Licensed Premises or Licensee's ability to obtain financing, Licensee shall have the right to terminate this License upon sixty (60) days' written notice to Licensor. Licensor shall have 60 days, or any term agreed upon by the parties, to remedy the defect revealed by the survey. c) Licensee will hold Licensor harmless from and indemnify Licensor against and from any damage, loss, expenses or liability resulting from a Hazardous Substance (as defined herein) generated, stored, disposed of or transported to, on or under the Licensed Premises attributable to Licensee's use of the Licensed Premises, including all reasonable attorneys' fees and costs incurred as a result thereof. Licensor will hold Licensee harmless from and indemnify Licensee against and from any damage, loss, expenses or liability resulting from a Hazardous Substance generated, stored, disposed of or transported to, on or under Licensor's Real Property attributable to Licensor's use of Licensor's Real Property, including all reasonable attorneys' fees and costs incurred as a result thereof. This indemnity shall survive indefinitely any expiration or termination of this License. NOTWITHSTANDING THE FOREGOING, Licensee shall have the right to have any environmental audit performed, in its sole discretion, and in the event that conditions exist that, in the opinion of Licensee, may adversely affect Licensee's use of the Licensed Premises A or B or Licensee's ability to obtain financing, Licensee shall have the right to terminate this License upon written notice in a manner consistent with Section 15 above to Licensor. 25) Miscellaneous. a) Each Parry in any litigation arising hereunder shall pay its own attorneys' fees and court costs, including appeals, if any. b) Each Party agrees to furnish to the other Party, within ten (10) business days after request, such truthful estoppel information as the other may reasonably request. The party receiving the requested estoppel information may not question or dispute the quality or authorship of said estoppel information. JefiCom- Jefferson County Coyle Road Real Property License Page 11 of 32 c) This License constitutes the entire agreement and understanding of the Parties, and supersedes all offers, negotiations, inter -local agreements or amendments and other agreements between the Parties with respect to the subject matter hereof. There are no representations or understandings of any kind not set forth herein. Any amendments to this License must be in writing and executed by both Parties. d) If either Parry is represented by a real estate broker, attorney or consultant in this transaction, that Party shall be fully responsible for any fee(s) due, and shall hold the other Party harmless from any claim for compensation by such other Parry. e) Licensor agrees to cooperate with Licensee in executing any documents necessary to protect Licensee's rights hereunder or Licensee's use of the Licensed Premises. f) This License will be recorded with the Jefferson County Auditor at Licensee's expense. g) This License shall be construed in accordance with the laws of the State Washington. The Parties warrant and represent to each other that they have had representation by legal counsel and /or have had the opportunity to be represented by legal counsel during all stages in the negotiation of this License. The Parties further agree that they have participated in the negotiating and drafting of this License and stipulate that this License shall not be construed more favorably with respect to either Party. h) If a deed of trust, mortgage or other encumbrance affects the Licensed Premises A or B, Licensor shall obtain for Licensee's benefit, and for the benefit of Licensee's sublicensees (if applicable), a non - disturbance and attornment agreement in a form reasonably satisfactory to Licensee or such sublicensee, and containing the terms described below (the "Non- Disturbance Agreement "). The Non - Disturbance Agreement shall recognize Licensee's and sublicensee's right to remain in occupancy of and have access to the Licensed Premises A and /or B as long as Licensee is not in default of this License beyond applicable notice and cure periods. The Non - Disturbance Agreement shall include the encumbering party's agreement that, if Licensor's successor -in- interest or any purchaser of Licensor's or its successor's interest (a "Purchaser ") acquires an ownership interest in Licensor's Real Property or the Easement, such Purchaser will (1) honor all of the terms of this License, (2) fulfill Licensor's obligations under the License, and (3) promptly cure all of the then - existing Licensor's defaults under the License. Such Non - Disturbance Agreement must be binding on all of Purchasers. In return for such Non- Disturbance Agreement, Licensee will execute an agreement for Licensor's benefit in which Licensee (1) confirms that this License and any sublicensee are subordinate to other real property interests in favor of Licensor, (2) agrees to attorn to a Purchaser if a Purchaser becomes the owner of Licensor's Real Property or the Easement; and (3) agrees to accept a cure by a Purchaser of any of the Licensor's defaults, provided such cure is completed within the deadline applicable to Licensor. i) 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. j) Licensor and Licensee agree that the Licensed Premises A and B, including without limitation, the Easement, may be shown on construction drawings prepared by a licensed engineer, at Licensee's expense for Licensee's Equipment to be located within the Licensed Premises A. k) Any consents, amendments or other matters requiring negotiations with Vettleson after the Effective Date, shall be performed by Licensee at its sole cost and expense. Licensor agrees to reasonably cooperate with such negotiations as requested by Licensee, including the signing of any documents and /or consents requested by Licensee or Vettleson. 1) This License maybe executed in duplicate counterparts, each of which shall be deemed original. JeffCom- Jefferson County Coyle Road Real Property License Page 12 of 32 m) The Parties agree that this License will be deemed valid only upon full execution of the following agreements by both Parties within forty-five (45) calendar days of the date of the last signature on this License. i. Port Hadlock Tower License ii. Port Hadlock License and Use Agreement for JeffCom iii. Coyle Road Tower and Building Sublicense Agreement (Public Works Radio) iv. Port Townsend Tower Sublicense - Station 16 n) Time is of the essence in each and every provision of this License. o) Nothing contained in this License shall be construed to create a joint venture, partnership, tenancy -in- common, joint tenancy relationship, or any other type of relationship between Licensee and Licensor. p) No officer, official, employee, representative or employee of the Licensee shall be considered an employee of the Licensor and No officer, official, employee, representative or employee of the Licensor shall be considered an employee of the Licensee. 26) Notices: All notices hereunder must be in writing and shall be deemed validly given if (i) sent by certified mail, return receipt requested, in which case the notice shall be effective three (3) business days after deposit in the U.S. Mail; or (ii) by a nationally recognized courier service that provides overnight delivery and provides verification of such delivery, or attempted delivery, in which case the notice shall be effective upon receipt or rejection of delivery, or attempted delivery, and addressed as follows (or to such alternate address as either Parry may specify to the other, in writing, at least ten (10) business days prior to such notice being given): (E- mailed carbon copies of the official notice are also authorized.) To Licensee: JeffCom Attn: Director 81 Elkins Road Port Hadlock, WA 98339 khatton(@qcl2sn.us with Copy to: Joseph F. Quinn, Attorney at Law 20 Forest Glen Lane SW Lakewood, WA 98498 -5306 Office Tel.: 253 858 -3226 Cell: 253 576 -3232 email: firelaw@comcast net To Licensor: Jefferson County Monte Reinders, Public Works Director 623 Sheridan St. Port Townsend, WA 98368 mreindersOco Jefferson wa.us with Copy to: County Administrator Jefferson County Courthouse PO Box 1220 1820 Jefferson St. Port Townsend, WA 98368 pmQrlc.y@cQ.jrffr.,rson.wa.us JeffCom- Jefferson County Coyle Road Real Property License Page 13 of 32 27) Attachments. This License is subject to the terms and conditions of the attachments referenced below, which are attached hereto and by this reference, made a part hereof: Attachment A Attachment E Attachment C -1 Attachment C -2 Attachment D Attachment E Transferred Equipment and Attachments; Licensor Equipment Vettleson Grant of Easement Legal Description of Licensor's Real Property Coyle Communications Facility: Licensor's Real Property, Prepared 2014 NWREMS Contract Licensed Premises IN WITNESS WHEREOF, Licensor and Licensee have executed this License as of the Effective Date. Licensee: JEFFCOM by: Date: Karl Hatton its: Executive Director Licensor: JEFFERSON COUNTY John Austin J�1 1. ►1�jl�f David Alvarez, Chief Civil DPA Licensor: JEFFERSON COUNTY by: Date: Phillip Johnson its: County Commissioner District #1 Licensor: JEFFERSON COUNTY by: Date: David Sullivan its: County Commis JeffCom- Jefferson County Coyle Road Real Property License Page 14 of 32 NOTARY BLOCK - JeffCom STATE OF WASHINGTON SS. COUNTY OF JEFFERSON I certify that 1 know or have satisfactory evidence that Karl Hatton is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the Executive Director of JeffCom, to be the free and voluntary act of such party for the Rses and purposes mentioned in the instrument. DATED: a EU4 Notary Public in and for the Sate of ashington My appointment expires: l NOTARY BLOCK - Jefferson County STATE OF WASHINGTON ) SS. COUNTY OF JEFFERSON ) 1 certify that I know or have satisfactory evidence that Phillip Johnson is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as County Commissioner District #1 of Jefferson County. to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: Notary Seal (Signature of Notary) Notary Public in and for the State of Washington My appointment expires: JeffCom- Jefferson County Coyle Road Real Property License Page 15 of 32 NOTARY BLOCK - Jefferson County STATE OF WASHINGTON SS. COUNTY OF JEFFERSON I certify that I know or have satisfactory evidence that David Sullivan is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as County Commissioner District #2 of Jefferson Coon [v, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. DATED: Notary Seal (Signature of Notary) Notary Public in and for the State of Washington My appointment expires: NOTARY BLOCK - Jefferson County STATE OF WASHINGTON SS. COUNTY OF JEFFERSON I certify that I know or have satisfactory evidence that John Austin is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the County Commissioner District #3 of Jefferson Coun[v to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: Notary Seal (Signature of Notary) Notary Public in and for the State of Washington My appointment expires: JeffConn- Jefferson County Coyle Road Real Property License Page 16 of 32 ATTACHMENT A TRANSFERRED EQUIPMENT AND ATTACHMENTS LICENSOR EQUIPMENT Upon full execution of this License, the following equipment and attachments shall become the personal property of Licensee: Item General Description Radio Tower —1986 1 00f tall steel tower w Licensee serial # 911000432 Ice Bride Any attachments between the Radio Tower and shelter including the ice bridge materials Shelter Aft X I Oft Shelter a Licensee serial 4911000264 Fencing Any and all fencing, gates . Sub - surface Anv and all below ground conduits, grounding systems and rights to existing utilities. HVAC Heating Ventilation Air Conditioning units. Licensee asset that replaced Licensor prevrous equipment. Mounting Racks Any and all mounting racks. Licensee asset that re laced Licensor previous equipment Any Jefferson County radio and frequency specific equipment shall remain the property of Jefferson County and shall only include the following: Item 77 General Description Antenna VHF Sinclair fiber lass whi antenna and mountin attachments Radio I Motorola MTR2000 two-way radio operating on t54.115TX and 155.055RX Du Cr lex Cam rod 6- canister du lexer Coax and Attachments 7 coax with mounting attachments The Parties have entered into a separate agreement of even date herewith setting forth the terms and conditions for Licensor's installation, operation and maintenance of Licensor Equipment. JeffCom- Jefferson County Coyle Road Real Property License Page 17 of 32 ATTACHMENT B VETTLESON GRANT OF EASEMENT (Page 1 of 6) 11111111111l���1164 Im brf.raw cane wU jervaWN ceomr Alter recording rwten document to: A(f # Jef; rib 2 COou ty Excise Tax Je County late Department of Public Works Tax $ SaiCe Amt $ 623 Sheridan short Port Two r xnd, WA 98368 y Deputy Treasurer Dosimeat Title: GRANT OF EASEMENT - - - Rogerson Nomberof Related Doesmena :l Granter(s): Mr. Wayne 6 Vettlewn sea Puma J. VNllesan Gnatee(slu Jefferson Canty Leged Dewrdplionr Pts. orsW IM of Sat.2, Twp 26 N. Rq ] W, W.M., Additional Legal Dmeriptiw is es Exhibit A (Page 8) At map is Exhibit B Igiga b) Of Dale m4 Assmor's Tax Pareel: 681027007 C IANT OF &1SEMENT Coyle Road Cammunkstiom FaeE(ty The Granular, MR. WAYNE E. VET9T.ESON AND PAMEI.A-YYE"IfsON, obsed and wife, for and in comidertlloo of the am of One Tbmsmd Fire Ruadm l Fft ao64011 50.00) — Dollem in hand paid, convoys ad grams an assom a interest over, under, and across Afe'imeion0cr described lands to the Grams, JEFFERSON COUNTY, a Municipal Cospnuaia , PIP. Box 12r. �M Irmnueml WA 96368, fian the dole of this document until the public use and function liarjhis-Amefioova comes, for the purposes of operating, maintaining, and upgrading existing equipmem innckatinig 16s gepoiator and air coodidDaing soh (with protective cower) all pMoed within the existing fa:ili ies looted on tt a IbIlowing described red idea, sauced in Jet6aran Ccumy, Stale of Washington: For legal description and Mremenu map me Exhiba A mo Elhoitb B attached herew and made • part kneet The land being Ranted The cremes, ire autltorind agents m successor, or assigns, from all claims't to soft or aminoos MOse Granuee, as Whomsoever. arcing out of or in con Oeatsa, is agents se employes, fwhe cost or amormy's fam for my claims authorized by this Evemem- Ds obR my be cased by the sole eegligeace o if the claims or by contractors or emplanes; snit ib) the max actions covered'4y'RCW .1 extent of the naelixence ol�hF'Grarnsee: tt,T(L0L,na 0 I t I i maWll 9a fret bfappromm lte".014 acres more or less. lop1A/(ej, iv-$ prdoey save mrd hold bermla the Gradore, is � Taal �ira es or apemen Many a mWrc wlmasoeser 6y remora or gms Contractors, licames, mvhem employees or any person ion'wt is acts or activities maNmaed by this Fmmust. The kash,deA6d the Grmtm In my litigation. including paymea of my posomenoed, thereof W d% out M ar My acre or tclivkks vn shaill not Wetude such claim, eoea, damages or expenses, Which ptw i iltiea of the Groton, is wevancr or assists. Provided, that reads from the coocsuiant nogtipace of. (a) the Grandma, is ogees am is agents, conutwas a a playees, or iwbxe and mvoixs ibis indemnity provision shall be wlid and onfarcmble rely to the the Groame's agents oreoployees. Page t oro and rurictiom of records. APN 601021007 JefiCom- Jefferson County Coyle Road Real Property License Page 18 of 32 ATTACHMENT B VETTLESON GRANT OF EASEMENT (Page 2 of 6) u.r r•.•w. cwntr a• Jtrrtaiar caom q Dw Oran This GRANT OF EASEMENT is subject to eminer is and tatrrttkas ofmcosds. Gran of Ensentans. it is todesetood and agreed Cher fie rights herein panted shall he in all share exueised n a manor which does not unseasonably interfere with she use of the property by the Gran r (s). Csorerning Law. This agreement shall be governed by and construed in accordba With the Lions of the Sure of Washington. Venus for any dispute reguding this Examen shall be in Jefferson Canty. Walhi"- Termination. in the event dues the public use for this Witty cores. this Easement shall teniinah with minion in Grantor, or successor owners of Gmtsa's property, upon abuWonmeru of the Essential ti}.Greatest Grantee further epees that OR above pnatM buWtell= w10 be removed r she sole one to the ,Gwo(geswA' the subject am renwad so a rwmtal condition. , hfodificmion. Any modification to this Faument shag be in wrhing and ewtftd'bf hpih Grantor Rad aramre. LL t the Talton of she parses w this easerarerat ageemera W wale together and tel¢ pull nocerta�srtd reasons action so insure duet obstacles so the joint use of this Grantor, prop" thn�sight.aiseJn, future can be overeonre, Erarwra 0.ans With she land. Thc brrtdens and berwaits efdte Ensemegt wit-bmmded to at" to and rw with Gramr•s Properly. The trams and conditions of the Eastman sball be billing, upon and sball him m the bmef t aGradar. Grares:e, and the Rem ownert oferaroua's propety.'` Greater and Gams Aga Nan in the extant noceuuy 0 pwass -a reasonable ending of this Gram of Eucmeat subjects and verbs in she singular `p~' shaft include wo rem w sobj 7 said vats in the plural perm all via -vttst ...� l It is understood and agreed do the delivery of this real ptopMp, Is.bnrby uMered and said the runs and abligasioos hereof shall not bccanc binding upon, Jefferson County unless and will Accepted and approved honest in writing far Jefferson Country, through thb 9drd ofCrwnty Coawiuioners. �.e..rvrrec. 2009 JeffCom- Jefferson County Coyle Road Real Property License Page 19 of 32 ATTACHMENT B VETTLESON GRANT OF EASEMENT (Page 3 of 6) 111011111111 "le 545503 p*"' 14P i m roon �tv � jprm� MN" " .1 ood DATED this ___a�O�Xda• of AMWO!&�.Ar� BY! JEMRSONCOU BOARD OFCON Deb mi ClNk of the Rowil glef W. m APN 601023007 I JeffCorn-Jefferson County Coyle Road Real Property License Page 20 of 32 lii m APN 601023007 I JeffCorn-Jefferson County Coyle Road Real Property License Page 20 of 32 ATTACHMENT B VETTLESON GRANT OF EASEMENT (Page 4 of 6) Ills11111111S A.16 ,w ylrYrT taunts fora xcraP..m 0PJM sus iASE 67 as STATE OF�6w ,,/u.0 ss County of Lam ""r) On this k day of J n, / 2009. before me personally appeow vr. Wayne E. Vettlesmt and Pamela J. VedIESOn to me dawn to be the individuals that exilculed �(Ae,wilhm and foregoing; instrument, and acktaw•kdged said uutttanenl to be the free and volnmOSry nti avid d2{d of said ivdiMuils. for the uses and purposes therein mentioned. r GIVEN under my hand and official seal the day and year JIM above WriNen. _tlabiu Jkaal EaM tgoafop0�C.otry .Amy Canaiestcn 1Wlt/lGOB STATE OF WASHINGTON ) l� COUNTY OF JEFFERSON j Ntlary Public in aqd rp the Salle W -A4 s..i — Residing at" S�Yt��ln�:w s-s / w Aa e 7 0. My Apsoi urientF.x net io /d/ /2004 i� On thiseL day of 2009. Sullivan and John A M m known to Cowaissaams that exeuued the foregoing free and voluntary act and deed of said wwN surfed that they are wawized to exk)y Ahe s+ said county, Wimms; my hand and official seal GIVEN under my hand and ofcis Pans 40F6 iammlly sppemod Phil Johmorl. David W, v body of she Boons of Jetiason County aclatowledged the said imtru nGll to be the and purposes therein mentioned. and on oath and that the seal affixed is the county seat of 1 year first above written - day of 65,avcf 2009. Public in and for the Side of Washington, residingat 4., art. rim My Commission eispires 9- i- AIM 60102 ? JeffCom- Jefferson County Coyle Road Real Property License Page 21 of 32 ATTACHMENT B VETTLESON GRANT OF EASEMENT (Page S o(6) I211111111Mt�5! " 41' 67 SO Exhibit A Coyle Road Communications Pacigty (A portion of APN 601023007) LEGAL DESCRIPTION: That portion of the tact of land n descrAW in the Statutory Warranty Deed mco"W underektaim s File No. 534335,.Condo of Jefferson Comity, located in the South half of the South half of tie Nordn)upl Qoutes ofthe Southwest Qrmrtcr of Section 4 Totwahp 26 North, Range 1 Went. Willamette MeridiuyCOUmy cif lefl'onon, Sae of Washingim, lying Wert of the warmly margin of Coyle County Road No. 4034.0.6, oain of mlay described as follows: Al ihn potum of dne Commursicatims fxility. lying weurcly of the Coyle County, "r*bt of way„Wikamd on the subject parcel, to include a mainterence atw lying approximaley 5 fen Outside o4 amid coincident with the fence location as depicted on the Sunray deosl recorded under Arsditas's FileNo. 3W10, -teca ds of Jefferson County. with a tad tree ofapiumbnooey 620 Sq.Ft. being teciangowrin thope of dapproximuey 10 four wide x 62 fen in length further depicted m alofied Exhibi E. Containing 0.014 erns more or leas END OF DESCRIPTION I ; 1 JeffCom- Jefferson County Coyle Road Real Property License Page 22 of 32 ATTACHMENT B VETTLESON GRANT OF EASEMENT (Page 6 of 6) 11111111 11IMR5�M ,w ,Lll�rwn Gen1Y Rue JFTFER60u tOLNiY RL.Y [fiF 6i M Coyle Repeater Tower Proposed Easement Area EXHIBIT B - i I EASEMENT AREA _ EASEMENT ASSESSOR INSERT OR SURVEY 01 o N 1 A P r 1� 1 1 yN � tint 518830 PACE 6 OF 6 JeffCom- Jefferson County Covle Road Real Property License Page 23 of 32 ATTACHMENT C -1 LEGAL DESCRIPTION OF LICENSOR'S REAL PROPERTY The Licensor's Real Property consists of two Tracts: Tract A: Legal Description of Licensed Premises A and B (Coyle Communications Facility): Beginning at the Southwest corner of Section 2, Township 26 North, Range 1 West, W.M.; Thence North 01027'51" East, a distance of 1315.39 feet along the West line of said Section 2 to the intersection with the North line of the Southwest quarter of the Southwest quarter of said section; thence South 88 032'42" East, a distance of 888.92 feet to the intersection of the said line with the westerly right of way line of Coyle Road as shown of survey filed under Auditor's File Number 51883o records of Jefferson County, Washington; thence North o8 °12'o6" West along said westerly right of way line of Coyle Road, a distance of 20.6 feet to the True Point of Beginning; Thence Southwesterly at right angle to the westerly right of way line of said Coyle Road, for a distance of 7.1 feet; Thence Northwesterly, for a distance of 51.8 feet, to a point that lies 5.6 feet at a right angle Southwesterly from said Coyle Road westerly right of way line, said line being identified as Line A, and said point being identified herein as Point A; Thence Northeasterly, for a distance of 5.6 feet to the westerly right of way line of said road; thence Northwesterly along said road westerly right of way line, for a distance of 40 feet; thence Northeasterly at a right angle to said road right of way line, for a distance of 18 feet 1 inch; thence Southeasterly along a line parallel with the westerly right of way line of Coyle Road, for a distance of 40 feet; thence Southwesterly to a point lying 18.1 feet from said Point A, identified herein; thence Southeasterly parallel to the line identified as Line A herein, for a distance of 51.8 feet; thence Southeasterly, for a distance Of 20 feet to a point lying 11 feet Northeasterly at a right angle from the westerly right of way line of said Coyle Road; thence Northeasterly at a right angle to the westerly right of way line of said Coyle Road, for a distance of 7 feet 1 inch; thence Southeasterly parallel to the westerly right of way line of Coyle Road, for a distance of 40 feet; thence Southwesterly at a right angle to the westerly right of way line of Coyle Road, for a distance of 18 feet 1 inch to the westerly right of way line of Coyle Road; thence Northwesterly along the westerly right of way line of Coyle Road to the True Point of Beginning. Tract A is reflected in the blue and orange on the following page, entitled "Coyle Communications Facility Licensed Premises, March 2014." Tract B: Any portion of the Vettelson Easement not described by or contained within the metes and bound description of Tract A above. Tract B is reflected in the yellow on the following page entitled "Coyle Communications Facility: Licensor's Real Property, Prepared 2014." JeffCom- Jefferson County Coyle Road Real Property License Page 24 of 32 ATTACHMENT C -2 COYLE COMMUNICATIONS FACILITY: LICENSOR'S REAL PROPERTY, PREPARED 2014 UCEN5ED PREM15E5 B 10_ 5.6' c" T 1 POINT A IA EASEMENT I AUDITOR'S FILE 10 NUMBER 545503 I 1 I � 1 I tP � I � N t _I I I LICEN5ED PREMI5E5 A -7.1 1 1 ROAD FJW 1 1 1 1 V p 1 1 CATIONS It BUILDING I ` I � 1 1 UCEN5ED PREMISE5 B 8 FT HIGH O rWOVEN WIRE �^ SECURITY 11 O FENCING 1 v 1 1 O 1 1 1 ' 1 Facility Area — 1 1 � 1 1 1 ` CELL TOWER FOOTPRINT 1 t 1 1 1 1 1 1 1 { 1 1 1 1 1 N 1 ± APPROX. 1 i PAVEMENT 1 COYLE COMMUNICATIONS FACILITY LICENSOR'S REAL PROPERTY PREPARED 2014 iLOCATION i 1 1 e PG \\ G Q 1 I 1 1 1 1 1 1 I 1 1 + 1 1 1 i 18 -1• � 1 1 JeffConn- Jefferson County Coyle Road Real Propery License Page 25 of 32 ATTACHMENT D NWREMS CONTRACT (Pagel of 6) FFM :Jeff Co Flre rb 2 FdDd W. :3E07653960 Dmc. 13 2006 01:2RN P1 A is Gmd. AdoYYWw ANIYm P001HC1 TMA BMW" me" amen Nwdnr Ratlorl ®s Come w! AOOO comr wq 4F= TM OF Ayy11CA710N: W 'LMd Raereo` VA %1124!11 Iwgbww PM 47"01 R s 2wt UMN AGUM 2HA7r ddflOdL m10 AM 0WWKnI W 71st otwwlOOianmtww wtoOON' RAGIOIdmipwrtopodlYwdmarllYtotlalbg NwlwaR dMwb is YO to fe-Wr to to wrd.Yrg d-oh cowl d'r b to owma dtlyw ows, to awmo CIOR do w4juaw1wedw PwaII topWWd. idlO bwodor Nawud.dwgMNM dmw+ ��✓ mop woorNW*PW:4WVwddrA�dOY- MoRpdd7wrwad -. OSwakd]a.toaw.ddiwaodr YwwnwadA. adotod TOM WA Owdldoa obio"=a cad �dto� "w db woww a4bto awmPdwa� 4 T.W." WASM coo, 9111's 110-01 TAW ad i &Idsi+B w amred Y I!1!k rA.� r. sl OOIIIOOda'dDN il�ald Nodrd R#*" lm wd 7wtl C1+w Qua Ad tdg w to Comm or 21r Non union P"aw YmmY w AN Aw4k ad ANIONS OWN PUlot ft Volft swoob dImd 1. BMW A NVwft;;;27;=— ft ft liAbi n 'lam r�0 P�Owt w 00Y01010 0?!' tlgr'tl COOwIg 1r l0t Iiinnna'aw�a�w�r. R R VVIS R A{•ss 711A71 The Oorwawr ahA whdt Yrda aw a dmmb hai M to JmrNwkyrarrdhad ado Aiwa pwdtid.lv x d"d RddWdd'SII aOd'llmwn de.Ckrri - 2• dw omm ds baes.. 9 11 &bormbad, rlawddrrOdwPamddrd iataie to Lonarsawy rhO04 awiwd by CL adl lai 6s d 71 -. ad O (CAW o6w pw Y . . idrMY oarmsd�a w6rr. xaew.dw - 7hb O omms www" d 4r wand a wwwa WOW mpo by to pwk. Noator Uft w Wad or aahwml %wdn6g to WIPM wwrw dY rRmrrt &a Odd a W •e Otto ywrW hroaw. 2%k,wdwdw 6, N*d w we blow o"woedto Nods R4od am wd'6waw firm Oooi od W wtbvbwW ftSSo Pry too to 0000AWd OOwr or WON depw byMMOdd"UW soft ydww of" 0 0 UL toagaarLsoJIo wpOww caw% wawa or o wbcar o a,.r OWN" of fen of" b d, kvJw or a ft d wso and ft ddve liy or windpYalradramAlirm ddi our k mat aialhm or Weft axle♦ addo Y melds cad dPd by tV OwwwOg Oscar. of 1/l NmYwad Rqwd an and 7Yoso Ow owm ad to pwwdw hu dprd bk JeffCom- Jefferson County Coyle Road Real Property License Page 26 of 32 ATTACHMENT D NWREMS CONTRACT (Page 2 of 6) FROM :Jeff Cc Fln W 2 FAX N1 :3687663960 buc. 13 2806 01:2" P2 N=WT A S[kg0 ARP OF WORK tI VL mom== PROMIM Thk em1m of tie ape" dwahm the moope of work nYd so as ioepoonswWAelgpmwt of BmwomQ ras"andeta� r poidmmaf dk NooMrfitAep m Bi.Puta 7+� ■.aw 7U COMPACM9 AW wake fadt Was OY.aYpnffor *0 potpow of - I &fB aawat�dr+tler of rio Aifataw t3o�g', iret[ c�yorpSy.'Ta ti[/ We ptigoa d dik wmrw, As ebomex a am pMoem iR :aogrft tg so G1weO matt � n.u.uar ins 71. caoNrnrf:foa+wsp,rgem wde�e,ay L htakeea eed prod m (1) Nod Not 1taporew odth mdm rd ar (1) Nm Not RdpMwMW+dtfay,oaeiAf+Y idurandoed(1)meLetmmtxtk 4JM Yo,lt►.►tq x,1916. 2. . - k4dm po mmm for aodo for M SU waadw rd FM few ed gomdm% wr kRO.A4:1p3. L Rdm% OW 600 NW& Aeputw ad Aetna to Oo Port Towmmd W*W 1b "i9 mm, 661"L low s. Ewa* do tU wFmw Yet m hwWW L %U M d l** Ma PON" td pnetiaN NkUMXffl1ARa!»WWAL�AWD MUM CAM COtRP=tio0rolaI GWCONQWM brtlorn M 1dtYtMed Utdo, le p amgueas) ew 10 ""A }?00.00 a� ��,A!attA!!!IM!b{�xRtrl�Idlk. �.M T.. r f` r ak tN<'M AGnDMtBfs W M99. fS JeffCom- Jefferson County Coyle Road Real Property License Page 27 of 32 ATTACHMENT D NWREMS CONTRACT (Page 3 of 6) FROM :Jeff Cc Fire w 2 FFX No. :38VIN5390 Dec. 13 20W 81:21PM P3 JEFTERSON COUNTY �rf ) 'z. # Yf PLANNING AND BUILDING D8PABrUBW '• T P.O. an Ism ' -�'' ^�°�ttRO6lseseuo a +aa ootnrly oDS4sfnt� J%x fto aB 4w Csabg Wand, Dimetor April 20, 1993 16x1 1Yttord • m rattarsoe, County Bho r itr�s �Partsest S7 tlsita 8oad r �;.•:'t- .• (: Port oadloer, MA 99339 it. to r �I ltas Coyle Peninsula radio relay tower. - • "1'�� d Dear ftls Craig t s: (p° I found that,it conforlas too the re bas reviered your application and '(a)-(d) or tba aislratiw ku i,r section 17 eft subsection t!gsacy faaiag Drddsaaoe, Mo. 2- 0106 -91. the aettarsoa A review �� the relevant proviaions of the Ott s s1erfLtO1^e teen betpr� iotwaron i ad inintratiwly by the Section is, eZAansloe, Alteration or conforming or noncouf alteration, nor gsangs inCUse orb 26) elutes ordinance. Due to tba ambiguity to ect� the Provisions o�i this dnr ia. and o�sat Y this ham ��Pro"111lgated administrative es statement, fu • reg4wLrI , section " of the adainiatrative rules elates that a asxpatssian, .teration er change in use )i0eiaistrstive R s0a11sistra AeY be by th. �es� • for isee Pages 17 and 19 off l�he \! JeffCom- Jefferson County Coyle Road Real Property License Page 28 of 32 ATTACHMENT D NWREMS CONTRACT (Page 4 of 6) Km :Jett CC`F1m :%h 2. FW My ;360w,%3%8 per;, 13 20M 01:21RI P4 Thank you for your patience in resolving this matter. Very truly yours, yours, � =y°uvY Sric Tows, Associate Planner cc: Craig Ward, Director Sichelle Wood, Permit Technician 11 JeffCom- Jefferson County Coyle Road Real Property License Page 29 of 32 ATTACHMENT D NWREMS CONTRACT (Page 5 of 6) FF M :Jeff Co Flfe No 2 F$W N0. :3607663960 AY 03 '93 16 :43 BbTR CDW"TNUCTIrn IMC. #AM dW4=UCMN, INC. PA. so 3127 eon. WA 9i31D 01 (90ij 3"-UU FAX OW 377AND F.ok- 2e--r- 3s6 o Dec. 13 2006 91:22PM P5 MOWDOW LErm Der a rr,.,v 93 t co v" iNSyw► !Oe 10 ,/�l l°er!L SPlFCrivf3+*.rro . tF � f"s.,ewrs.v ,P,..� . �iY.FT.rscL ?"e.✓L71C �frS..?1J._d u /4A.O�Y��.� .. ta!'Yr sr✓ - �•m•... w�ro +�•rTw•rA .larev.YYS �� .P�G•� ��w'GtKJ i4 ✓et �4yXI C ���� ... "�., �^ �6.OW! .5. .Cis C�eT7r. ✓f ...- _ ' Ape ?.;a /* ro '40 /< j=r 4�.wcnw ✓C� r!�� %3►rwre+ -�Y 1. pm"O ropy -,.no .epiy heea " JeffCom- Jefferson County Coyle Road Real Property License Page 30 of 32 FRM :Ieif CC Fire No 2 ATTACHMENT D NWREMS CONTRACT (Page 6 of 6) FFU H7. ::!07633960 ItemimA Ie0/ssp a09aeat Repeat 6/ 1193 T4zOnb 6130193 '7RRaLOMY7. fat cowmzrzll a 00"to /24/97 .l 1 Data Yost Mw Deeos:Lptloe memo Dec. 13 2096 31:5Ef" P1 pro3e0lCLS• 7ssoaat I1100MR /R1p6tiR M2p0iMa past' Vis 6D8 -pAD9 0 6/30 payable 576667 MOIMS&. DJM:. 001Mm113aT1m a '93 JS '93 in - 6.492.60- - 366. 46" 6/30 payable 5295 Now =a== =, IMOmmun0RMOM 5263006 OYMM "m ammoIGTOOmmMl0m" '93 Js - 6,112.26- 6/30 payable 6/30 payable 6093045 ONBM 9RQ 0MOMpis ICUN OM CMDM '93 is - 3.{{9.60- 6/30 payable 6093046 1 T8Q Oommm"Aasaama MIemm 193 is - 794.60- 6/30 payable 127656 PSnKW 8}, 10a 00001M oayIaf •93 JR - 1.619.60• 6/30 Payable 589095 MDTORaa, IMC. O01mmeaTmm '93 is - 3,669.N- IM1n=' IROOIOLCay30M 6/30 Payable 61593 NNOW aMB NM 93 J8 - 2,269.6D- 6/30 parable 559660 MOTOMO1.a, INC. comet IGTICM •93 is - 175.63- 6/30 Payable 1013 sum 00M6TROCTIOM, Icammmmum '93 is - 60.922.56- 6/30 payable 656634 w"WRa, iMC. Caalwich om '93 Js - 1D1.33- 6/30 payable 6093047 G� T8a C01RWncaTCUm"I01T30M '93 JR - 2.371.60- 6/30 payable 214270 00WZZ M a nwAn8, nwom 1013 '93 OR - 6.377.76- 6/30 payable 1019 I= RNM UMMIC Ja1M 0014 193 Ja - 3,236.00- 6/30 payable R 48792 OMRCROM R &ONA M1C2 .7!716 0015 193 JM - 667.76 to= 80s -p58T a - 86,600.00 TOOL pay V1 - 06.600.00 Tom @Rmaaa - 86.500.00 Tans IMOaa /W' - 66,400.00 rage 1 JeffCont- Jefferson County Coyle Road Real Property License Page 31 of 32 ATTACHMENT E LICENSED PREMISES Real Property Address: 8640 Coyle Road, Quilcene, WA 98376 Licensed Premises A: Is that area within and including the 'W HIGH WOVEN WIRE SECURITY FENCING" having general dimensions of eighteen point one (18.1) feet by fifty one point eight (51.8) feet and an area of approximately nine hundred thirty seven point fifty eight (937.58) square feet, which also includes the additional area labeled "Expansion Area" measuring twenty (20) feet by eleven (11) feet as shown in the drawing found at Attachment C -2. Licensed Premises B: Includes certain real property within the County right -of -way, specifically two areas each measuring 40' north to south and 18'1" east to west, one immediately north of Licensed Premises A and another immediately below Licensed Premises A as shown in the drawing found at Attachment C -2. More specifically described in Attachments C -1 and C -2. JeffCom- Jefferson County Coyle Road Real Property License Page 32 of 32