(No. 5185)

Tower Road Complex

San Mateo, California










4. USE 2







11. ACCESS 9

12. CLAIMS 10


14. PERMITS 11







21. TAXES 15






27. NOTICE 20


29. CONSENT 21




33. LIENS 22







No. 5185


1. PARTIES.  This Permit Agreement ("Permit"), dated for reference purposes only this ____ day of ____________ 20__, is made by and between the COUNTY OF SAN MATEO, a political subdivision of the State of California ("County" or "Permittor"), and GTE MOBILNET OF CALIFORNIA LIMITED PARTNERSHIP, A CALIFORNIA LIMITED PARTNERSHIP, DBA VERIZON WIRELESS, BY CELLCO PARTNERSHIP, ITS GENERAL PARTNER ("Permittee"). Permittor and Permittee agree as follows:

2. PREMISES. Permittor is the owner of that certain parcel of real property commonly known as the Tower Road Complex, San Mateo, California (the “Property”), and more particularly described in Exhibit A (Property Map).

Permittor licenses to Permittee a portion of the Property including (i) approximately 1200 square feet of ground space ("Ground Space") for the installation and maintenance of outdoor communications equipment, (ii) space on the approximate 56’1” foot level of Permittor’s existing water tower (“Tower”) located adjacent to the Ground Space, for the installation and operation of the equipment described in Exhibit B (Site Plan/Construction Drawings) ("Tower Space"), and (iii) the non-exclusive right of access over and through such portions of the Property as are necessary for Permittee's use as permitted hereunder, and more particularly shown in Exhibit A. In connection with its use as permitted hereunder, and for the Term (defined below) of this Permit, Permittor grants Permittee a non-exclusive and non-possessory license for the placement and use of wiring and conduit ("Cabling Space") between and among the Ground Space, Tower Space, and all necessary electrical and telephone utility sources located on the Property, as shown in Exhibit B. The Ground Space, Tower Space, rights of access, and Cabling Space are referred to collectively herein as the "Premises." It is the intent of the Parties that the License hereby granted shall be co-terminus with the Permit.

3. IMPROVEMENTS AND INSTALLATIONS. Permittor and Permittee acknowledge and agree that Permittee currently operates and maintains the existing improvements to the Premises in accordance with the plans attached as Exhibit B, which are hereby approved by Permittor. Permittee shall obtain the prior written consent of Permittor, which consent shall not be unreasonably withheld, conditioned or delayed, for any modifications to the Premises not shown in Exhibit B; provided, however, unless required by local, state, or federal law, Permittor's approval for modification to the Premises not shown in Exhibit B shall not be required in connection with modifications that consist of replacements or upgrades of "like-kind" equipment which is comparable in dimensions and weight and wholly contained within Permittee's equipment shelter and/or cabinets. Permittee shall obtain all necessary governmental approvals and permits prior to commencing any improvements or modifications, and shall provide Permittor with ten (10) days written notice prior to the start of construction. All contractors and subcontractors of Permittee for work performed at the Premises shall be duly licensed by the State of California, and all work shall be performed in a good, safe and workmanlike manner.

Prior to the installation and use of additional equipment at the Premises, Permittee must obtain any and all licenses required in order to operate the site for the intended use. Copies of said license(s) shall be provided by Permittee to Permittor upon receipt by Permittee.

4. USE.

5. PRIMARY TERM. Unless sooner terminated pursuant to the provisions hereof, the primary term of this Permit shall be for five (5) years (the "Primary Term"), commencing upon September 1, 2011 (the "Effective Date") and expiring upon August 31, 2016. Payment of the Base Permit Fee due hereunder shall commence on the Effective Date (the "Fee Commencement Date").

6. EXTENDED TERM. Subject to the limitations set forth in this section, Permittee shall have the option to renew this Permit for one additional five (5) year term (the "Extended Term") beyond the Primary Term. Said renewal shall be under the same terms, covenants and conditions as the initial agreement, except for adjustment of the Permit Fee as specified in Section 7D (Extended Term Fee Adjustment) of this Permit. The Primary Term and Extended Term are hereinafter collectively referred to as the "Term."

Notwithstanding anything to the contrary contained in this Permit, Permittee's right to extend the Primary Term by exercise of the foregoing option shall be conditioned upon the following:



9. HAZARDOUS MATERIALS ACTIVITY. Permittee shall not store, handle or generate hazardous materials/waste/underground tanks on the Premises except for fuel, batteries, solvents used in connection with an emergency generator and only in the event of disruption of electrical service to the Premises, an HVAC system and a halon/FM200 fire suppression system. In the event that Permittee does store, handle, or generate hazardous materials in violation of applicable laws on the Premises, Permittee shall be deemed to be in breach of this Permit and shall be subject to such remedies as are available to Permittor under law, and as provided herein. Additionally, Permittee shall be liable for the payment of all costs of investigation and remediation of hazardous materials on the Premises that may be required in the event that Permittee does store, handle, or generate hazardous materials in violation of applicable laws on the Premises, and shall relieve, indemnify, protect, and save harmless Permittor against any and all claims and liabilities, of any kind or nature whatsoever, to the extent arising out of the presence of any such hazardous materials in violation of applicable laws and introduced to the Premises by Permittee.

Hazardous material means any material that, because of its quantity, concentration, or physical or chemical characteristics, poses a significant present or potential hazard to human health and safety or to the environment if released into the work place or the environment. Hazardous materials include, but are not limited to, hazardous substances, hazardous waste, and any material which a handler or the administering agency has a reasonable basis for believing that it would be injurious to the health and safety of persons or harmful to the environment if released into the work place or the environment. Examples of such hazardous materials are, but are not limited to: waste oil, solvents, gasoline and compressed gases.

Permittor represents and warrants to Permittee that there is no pending claim, lawsuits, proceeding or other legal, quasi-legal or administrative challenge concerning the Property or Premises, the operation thereof, or any condition existing thereon which relates to the presence of any Hazardous Materials in, under or around the Property. Permittor further represents and warrants, to the best of Permittor’s knowledge, that there are no Hazardous Materials present in, on, under or around the Property and/or Premises in violation of any applicable law.

10. NATURE OF PERMIT. This Permit does NOT constitute the grant of a lease, deed, easement, or conveyance or transfer of any property interest.

11. ACCESS. Permittee acknowledges that the Property is an operating public facility. Permittor acknowledges that Permittee's equipment will operate on a twenty-four (24) hour a day, seven (7) day per week basis, and reasonable full time access is required. Permittor shall determine the allowable access route to the Premises, which shall be subject to modification by Permittor from time to time upon prior written notice to Permittee and subject to Permittee's reasonable approval.

Subject to the provisions of Section 3 (Improvements and Installations) hereof, and subject to the allowable access route as determined by Permittor, Permittee may enter the Premises at any time without prior notice being given to Permittor for the installation, construction, maintenance, operation, modification, repair, or addition of Permittee’s existing communications facilities.

Subject to Permittee's right to have County accompanied by a Permittee representative, County reserves for itself and any of its designated agents, the right to enter the Premises as follows: (i) on a regular basis without advance notice to supply any necessary or agreed-upon service to be provided by County hereunder; (ii) on an occasional basis, at all reasonable times after giving Permittee reasonable advance written or oral notice, to show the Premises to prospective tenants or other interested parties, to post notices of non-responsibility, to conduct any environmental audit of Permittee’s use of the Premises, to repair, alter or improve any part of the Premises, and for any other lawful purpose; and (iii) on an emergency basis upon such notice to Permittee, if any, as is reasonable under the circumstances whenever County reasonably believes that emergency access is required, provided that County provides to Permittee written notice of such entry no later than forty-eight (48) hours after such emergency access. County shall have the right to use any means that it deems proper to open gates or doors in an emergency in order to obtain access to any part of the Premises, and any such entry shall not be construed or deemed to be a forcible or unlawful entry into or a detainer of, the Premises, or an eviction, actual or constructive, of Permittee from the Premises or any portion thereof.

12. CLAIMS. Permittee shall at all times indemnify and save Permittor harmless from all claims for labor or materials to the extent arising from the construction, repair, alteration, or installation of Permittee's structures, improvements, equipment, or facilities within the Premises done by or on behalf of Permittee, and from the cost of defending against such claims, including attorney fees, except to the extent resulting from the negligence or willful misconduct of Permittor.

13. DAMAGE TO OR DESTRUCTION OF IMPROVEMENTS. In the event of damage to or destruction of the Premises or any portion thereof by reason of the negligence or willful misconduct of Permittee, its agents, officers, employees or invitees, Permittee shall, within thirty (30) days, commence and diligently pursue to completion the repair, replacement, or reconstruction of improvements necessary to permit full use and occupancy of the Premises at Permittee's sole cost. In the event of damage to or destruction of the Premises or any portion thereof not caused by the negligence or willful misconduct of Permittee, its agents, officers, employees or invitees that cannot reasonably be expected to be repaired within forty-five (45) days following same or, if the Property is damaged by fire or other casualty so that such damage may reasonably be expected to disrupt Permittee's operations at the Premises for more than forty-five (45) days, then Permittee may, at any time following such fire or other casualty, provided Permittor has not completed the restoration required to permit Permittee to resume its operation at the Premises, terminate this Permit upon fifteen (15) days prior written notice to Permittor. Any such notice of termination shall cause this Permit to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of this Permit and the parties shall make an appropriate adjustment, as of such termination date, with respect to payments due to the other under this Permit. Notwithstanding the foregoing, the Permit Fee shall abate during the period of repair following such fire or other casualty in proportion to the degree to which Permittee's use of the Premises is impaired.

14. PERMITS. Permittor acknowledges that Permittee will contact the appropriate governmental agencies for the purpose of obtaining all permits and approvals necessary for the continued operation, and maintenance of Permittee’s communication facility. Permittor agrees to fully cooperate with Permittee in obtaining the necessary permits and, without limiting the generality of the foregoing, to execute any applications, maps, certificates, or other documents that may be required in connection with the permits.

15. MAINTENANCE. Permittee expressly agrees to maintain the Premises and Equipment at Permittee’s sole expense, in a safe, clean, wholesome, and sanitary condition, to the reasonable satisfaction of Permittor and in compliance with all laws, rules, and regulations applicable to Permittee’s specific use thereof.

Permittee shall not allow any offensive or refuse matter, nor any substance constituting an unnecessary, unreasonable or unlawful fire hazard, nor any material detrimental to the public health to accumulate or remain on the Premises. It is expressly understood that Permittor shall have no responsibility whatsoever to make any improvements or repairs (except for repairs necessitated by Permittor's negligence or willful misconduct) or perform any maintenance to Permittee’s Premises.

16. UTILITIES. Permittee expressly agrees that Permittee shall be responsible for obtaining and providing any and all electrical and electronic communication services to the Premises required for Permittee’s use, including, but not limited to, the cost to install, connect, maintain and operate said facilities. Permittor will cooperate with Permittee in Permittee’s efforts to obtain utilities from any location provided by Permittor or the servicing utility, including signing any permit or other instrument reasonably required by the utility company. Said responsibility for all costs associated with utilities shall include the installation of a separate electrical meter, if applicable. Provided adequate capacity is available from Permittor's existing service, upon Permittee’s written request, Permittor shall allow Permittee to install sub-metering equipment on existing Permittor’s utility services. Permittee agrees to install, at Permittee’s cost, the required equipment, meters and connections and to make any other necessary modifications and, upon receipt of an invoice from Permittor for such usage, Permittee will reimburse Permittor monthly for Permittee’s use of utilities at a rate equal to Permittor’s unit cost for the utilities. Permittor shall send such invoice to Permittee at the following address: Verizon Wireless, P.O. Box 182727, Columbus, Ohio 43218 (Site: Pulgas Ridge/#123525). The specifications of such equipment shall be submitted to Permittor for written approval prior to installation, which approval shall not be unreasonably withheld, conditioned or delayed.

17. ALTERATIONS OR ADDITIONS. Permittee shall not make, construct, install or suffer to be made any alterations, additions (including antennas, wires, supports, poles or towers) or improvements to or on the Property, the Premises, or any part thereof, without the written consent of Permittor first had and obtained, which consent shall not be unreasonably withheld, conditioned or delayed, except that Permittee may exchange or replace the communication equipment located on the Premises which has been previously approved by Permittor with similar equipment of substantially the same (or smaller) size and weight. If Permittor does not approve or provide written objections to Permittee's written request for such alterations or additions within fifteen (15) days after receipt of Permittee's request, such request shall be deemed approved by Permittor. In the event Permittor consents to the making of any alterations, additions or improvements to the Premises and/or the Property by Permittee, the same shall be made by Permittee at Permittee’s sole expense.

18. REMOVAL OF IMPROVEMENTS UPON EXPIRATION OR TERMINATION. Upon the expiration, or termination of this Permit for any reason, including but not limited to bankruptcy, Permittee shall immediately (and in no event later than seven (7) days after termination) remove from the Premises the Equipment and any other property placed on the Premises by Permittee or any of Permittee’s agents. Such removal shall be performed in such a manner as to not interfere with the continuing use of the Premises by Permittor and others. Permittee shall, at Permittee’s sole expense, repair any damage to the Premises, or any facilities or equipment on the Premises, caused by such removal. Upon any failure of Permittee to remove the Equipment and any other possessions of Permittee pursuant to this Section, Permittor shall have the option, but not the obligation, to remove the Equipment from the Premises and store the Equipment, all at Permittee’s expense, upon thirty (30) days advance written notice to Permittee. Any damages to the Equipment occasioned by such removal and storage are expressly waived by Permittee, except to the extent the damage is caused by the negligence or willful misconduct of Permittor. Any Equipment so removed will be returned to Permittee upon payment in full of all actual and reasonable removal and storage costs and any past due Permit Fees, plus an administrative charge equal to ten percent (10%) of the total of said removal, storage, and past due Permit Fee costs. Notwithstanding the foregoing, any Equipment not retrieved by Permittee within sixty (60) days after removal from the Premises by Permittor shall be deemed abandoned by Permittee and shall become the property of Permittor without further action by either party. Such abandonment shall not relieve Permittee of liability for the costs of removal and storage of the Equipment.

19. FIXTURES. Permittor covenants and agrees that no part of the improvements constructed, erected, or placed by Permittee on the Premises and/or Property or other real property owned by Permittor shall be or become, or be considered as being, affixed to, or a part of Permittor’s real property, and any and all provisions and principles of law to the contrary withstanding, it being the specific intention of Permittor to covenant and agree that all improvements of every kind and nature constructed, erected, or placed by Permittee on the Premises or other real property owned by Permittor, shall be and remain the property of the Permittee except as provided in Section 18 (Removal of Improvements) of this Permit. Permittee has the right to remove all Permittee’s Equipment at its sole expense on or before the expiration or termination of this Permit. Permittor acknowledges that Permittee may enter into financing arrangements including promissory notes and financial and security agreements for the financing of Permittee’s Equipment (the “Collateral”) with a third party financing entity and may in the future enter into additional financing arrangements with other financing entities. In connection therewith Permittor (i) consents to the installation of the Collateral to the extent that the Collateral is part of the approved Permittee’s Equipment; (ii) disclaims any interest in the Collateral, as fixtures or otherwise; and (iii) agrees that the Collateral shall be exempt from execution, foreclosure, sale, levy, attachment, or distress for any permit fee due or to become due and that such Collateral may be removed at any time without recourse to legal proceedings.

20. EQUIPMENT CONFLICT. Permittee agrees to use equipment of a type and frequency, which will not cause interference with communications equipment currently under the operation and control of Permittor, or any other communications provider under an existing Permit with Permittor as of July 23, 1991 (the effective date of the Terminated Agreement). If Permittor’s communication equipment involves public safety communications and if Permittee’s equipment causes any interference to public safety communications, Permittee’s interfering equipment will be immediately taken out of service without exception by Permittee. If Permittee’s equipment interferes with Permittor’s public safety communications, the determination to take out of service Permittee’s interfering equipment shall be at Permittor’s sole discretion, except as provided below:

21. TAXES.


23. LIABILITY; VANDALISM. Permittee agrees that Permittor shall not be responsible for any damage to Permittee’s property due to vandalism or natural disasters or for the cost of repair or replacement thereof, except to the extent such damage is caused by the negligence or willful misconduct of Permittor.


25. HOLDING OVER. In the event that Permittee, with Permittor's written consent, holds possession of the Premises or any portion thereof after the date upon which the Premises are to be surrendered, Permittee shall pay to Permittor a monthly permit fee increase of ten (10) percent above the monthly permit fee in effect upon the date of such expiration and otherwise subject to all provisions of this Permit except those pertaining to the duration of the term of this Permit or any extensions thereof. Permittee's use and occupancy will continue from month-to-month, at will, until terminated by Permittor or Permittee by the giving of thirty (30) days' written notice to the other. Nothing in this Section is to be construed as consent by Permittor to the occupancy or possession of the Premises by Permittee after the expiration of the term or any extension thereof.

26. AUTHORIZED REPRESENTATIVE OF THE COUNTY OF SAN MATEO. The County Manager, or the designee of the County Manager, shall be the only authorized agent of the County of San Mateo for purposes of giving any notices (including, but not limited to, termination under the terms hereof), enforcing any provision, or exercising any rights, options, privileges, or obligations of the County of San Mateo under this Permit. This Permit shall not be valid or have legal effect unless executed by the President of the Board of Supervisors of the County of San Mateo pursuant to a Resolution adopted in accordance with the California Government Code.

27. NOTICE. All notices or demands are deemed to have been given or made when delivered in person or delivered by certified or registered mail, return receipt requested, postage prepaid, United States mail, and addressed to the respective parties as follows:

The address to which any notice or demand may be given to either party may be changed by written notice. Notice shall be deemed effective upon actual receipt or refusal of delivery on the receipt obtained pursuant to the foregoing.

28. ASSIGNMENT BY PERMITTEE. Permittee shall not voluntarily or by operation of law assign, transfer, sublet, or otherwise transfer or encumber all or any part of Permittee's interest in this Permit or in the Premises without Permittor's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed. Any assignment or encumbrance without Permittor's consent shall be voidable and, at Permittor's election, shall constitute a default. No consent to any assignment or encumbrance shall constitute a further waiver of provisions of this Section. Notwithstanding the foregoing, Permittee shall have the right to assign this Permit, without Permittor's consent to any person or entity which controls, is controlled by, or is under common control with Permittee, to any person or entity resulting from merger or consolidation with Permittee, or to any entity in which Permittee, the general partner of Permittee, or any person or entity which controls, is controlled by, or is under common control with the general partner of Permittee, is a general partner, or to any person or entity which acquires substantially all of Permittee's assets in the market defined by the FCC in which the Property is located by reason of a merger, acquisition or other business reorganization, provided that such assignee assumes in full all of Permittee's obligations under this Permit. No change of stock ownership, partnership interest or control of Permittee or transfer upon partnership or corporate dissolution of Permittee shall constitute an assignment hereunder. Notwithstanding anything to the contrary contained in this Permit, Permittee may assign, mortgage, pledge, hypothecate or otherwise transfer without consent its interest in this Permit to any financing entity, or agent on behalf of any financing entity to whom Permittee (i) has obligations for borrowed money or in respect of guaranties thereof, (ii) has obligations evidenced by bonds, debentures, notes or similar instruments, or (iii) has obligations under or with respect to letters of credit, bankers acceptances and similar facilities or in respect of guaranties thereof.

29. CONSENT. Whenever under this Permit the consent or approval of either party is required or a determination must be made by either party, no such consent or approval shall be unreasonably withheld, conditioned or delayed, and all such determinations shall be made on a reasonable basis and in a reasonable manner.

30. ENTIRE AGREEMENT AND BINDING EFFECT. This Permit and any attached exhibits, as signed by the parties hereto, constitute the entire agreement between Permittor and Permittee; no prior written promises, and no prior, contemporaneous or subsequent, oral promises or representations shall be binding. This Permit shall not be amended or changed except by written instrument signed by the parties hereto. Section captions herein are for convenience only and neither limit nor amplify the provisions of this instrument. The provisions of this Permit shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors, and assigns of said Permittor and Permittee. This Permit shall not be effective or binding on any party until fully executed by both parties hereto.


32. RESERVATIONS. This Permit shall at all times be subject to such rights-of-way for such sewers, pipe lines, conduits, and for such telephone, telegraph, light, heat or power lines on the Property, as shall have been duly established or as may from time to time be reasonably determined by Permittor to be necessary.

This Permit is subsequent to and subject to all prior exceptions, reservations, grants, easements, leases or licenses of any kind whatsoever as the same appear on record in the office of the County Recorder, County of San Mateo, State of California. Permittee covenants not to disturb the quiet and peaceful enjoyment of any and all parties having any legal right, title, interest or privilege in and to the Premises and that the use of the Premises by Permittee shall at all times be conducted with proper regard for such rights, titles, interests and privileges.

33. LIENS.

34. SAN MATEO COUNTY NO SMOKING ORDINANCE. Permittee is aware that on April 18, 2006, the County of San Mateo modified its Ordinance Code, adopting Section 4.96.040, which prohibits smoking in all County facilities whether owned or leased. Permittee understands that said Ordinance authorizes County to enforce the provisions contained therein and Permittee agrees to abide by the provisions of said ordinance on the Premises.




IN WITNESS WHEREOF, Permittor and Permittee have executed this Permit as of the date and year first above written.


Date_______________ GTE MOBILNET OF CALIFORNIA LIMITED PARTNERSHIP, a California Limited Partnership, dba VERIZON WIRELESS


Date_______________ COUNTY OF SAN MATEO, a Political Subdivision of the State of California

By President, Board of Supervisors


Clerk of the Board





Pages Attached: 2 (A-1, C-1)

Prepared By: HMH Design Group, Foresight

Dated: 10/27/09, 11/15/10