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IN WITNESS WHEREOF, the Parties hereto have signed below on the dates indicated, to be
effective as set forth in the opening paragraph of this Agreement.

LESSOR: CITY OF NASHUA

By: ; ;

Name:

Title: ;

Dated: _ _ a

LESSEE: CELLCO PARTNERSHIP d/b/a Verizon Wireless

By:
Name: - a
Title:

Dated:

The following Exhibits are attached hereto and incorporated by reference:

“A” Lease Exhibit showing Premises within Property and location of the Tower
“B” ~~ Survey (LESSEE’s option)
“C” ~~ LESSOR’s W-9

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Exhibit “A”

(Sketch of Premises within Property and location of the Tower}

113630\14292709

Graham, Donna

ener eeeeeeeeeeeererereeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeee eee eer a

From: Bagley, Bobbie

Sent: Friday, May 06, 2022 9:16 AM

To: Donchess, James; Klee, Patricia; Comeau, Alexander; Gouveia, Tyler; Clemons, Benjamin;
Timmons, Gloria; Moran, Melbourne

Ce: Graham, Donna; Parkinson, Kelly; Chute, Nicole

Subject: May 4th Finance Committee Meeting

Attachments: 20220201 Merrimack Billboard Design - Mar to Jun 2022.pdf; 20220201 Nashua
Billboard Design - Mar to Jun 2022. pdf; 20220201 Milford Billboard Design - Mar to
June 2022. pdf

Good Morning All,

Thank you Donna for the communication regarding May 4, 2022 Finance Committee meeting. Aldermen, please excuse
my absence from meeting and not being present to answer your questions. | did watch the recording of the meeting.
The contract with Outfront Media as explained by Ms. Kelly is one that we have had for the past three years. The
billboards will feature prevention and awareness messages on particular health topics inctuding lead poisoning
prevention/awareness, HIV or STD awareness, Chronic Disease Awareness (Hypertension, Diabetes and Heart Disease),
emergency preparedness, mental health (asking for health), immunizations (flu, COVID-19 vaccinations) and awareness
of public health.

In response to Alderman Melbourne’s question of using evidence-based: Health promotion is a specialty area of public
health that focuses on social and behavioral health models that address primary prevention efforts. Mass
communication is one of the evidence-based methods used to communicate information to a large number of people.
The messages that are created by the Health Promotion and Communications Specialists are researched first, created,
reviewed and vetted by the staff for language and approved by me before finalized. We tend to use an evidence-
informed messaging (they may be formulated by information from public health agencies (CDC, DHHS and the American
Public Health Association) due to rigor and time it takes for messages to be deemed evidence-based.

1am including some examples of the Billboards we have currentiy running in Nashua, Milford and Merrimack. The
messaging on the billboards does change quarterly based on the health messaging we are promoting for a period of
time. For instance in the first quarter of the year, we run messages on heart health in recognition of Heart Disease
Awareness on one billboard and a message on Lead prevention on another billboard. With regards to the question
posed about billboards in the other towns: We have grants from the state that have regional scopes of service for
prevention work on things such as substance misuse, COVID prevention and mental health awareness.

This agenda item was tabled for the next Finance Committee Meeting. | will be out of town, however, the Division’s
Health Promotion and Communication Specialist will be able to attend the meeting via Zoom. | have cc’d her (Nicole
Chute) on this email. She will be able to answer any more questions at the meeting.

Thank you.

Prevention Works Best in Partnership!

1, Protect Yourself and Others

2. Stay Home When You Are Sick

3. Wash Your Hands Frequently

4, Avoid Touching Your Face, Eyes, Nose and Mouth
5. Cover Your Cough and Sneezes

SITE NAME: Nashua 8 NH
SITE NUMBER: 450292
ATTY/DATE: McLane/February-28August 4, 20492021

COMMUNICATIONS TOWER LEASE AGREEMENT

This Agreement, effective as of the later of the dates on which it is signed below (the “Effective
Date”), is made by and between the City of Nashua, New Hampshire, a body corporate and politic,
located in Hillsborough County, and whose mailing address is PO Box 2019, 229 Main Street, Nashua, New
Hampshire, 03061, hereinafter designated LESSOR, and Cellco Partnership, d/b/a Verizon Wireless, a
Delaware general partnership with its principal office located at One Verizon Way, Mail Stop 4A W 100,
Basking Ridge, New Jersey 07920 (telephone number 866-862-4404), hereinafter designated LESSEE.
The LESSOR and LESSEE are at times collectively referred to hereinafter as the “Parties” or individually
as a “Party”. The Parties make this Agreement with reference to the following facts, which are an integral

part of this Agreement:

A. LESSOR is the owner of the historic Holman Stadium baseball stadium and public park
complex on a certain parcel of property (the entirety of LESSOR’s property is referred to hereinafter as the
“Property”), located at 67 Amherst Street, Nashua, Hillsborough County, New Hampshire. The Property is
shown on the Tax Maps of the City of Nashua as Parcel [D 0063-00052. LESSOR owns and operates
multiple light poles supporting light fixtures to provide nighttime lighting of the baseball field and stadium.

B. LESSEE is a wireless telecommunications carrier that desires to expand and strengthen its
coverage and service in the vicinity of the Property.

Cc. LESSOR has in the past contracted with one or more other wireless providers to replace
one or more light poles at the Property with poles able to support both light fixtures and wireless
communications equipment.

D. LESSOR and LESSEE have agreed that it would further their respective interests if
LESSOR were to permit LESSEE to (i) replace an existing light pole/stanchion with a 130° monopole style
communications tower (the “Tower") to be owned by LESSOR; (ii) relocate the existing stadium light
fixture to the new Tower; and (iii) lease space on and adjacent to the Tower for LESSEE’s wireless
communications facility;-end-44-be-reimbursed-for-the-costs-of the-Tewerthreugh revente-share

users-besides-LESSEE: all in accordance with the terms and conditions set forth in this Agreement.

NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration,
the Parties, intending to be legally bound hereby, agree as follows:

A. Construction Phase

The Parties intend for this Agreement to cover both the short term period of LESSEE’s construction
of the Tower as well as the long term period during which LESSEE will lease a portion of the Tower, and
related rights required for LESSEE’s wireless communications facility. For ease of reference and the
convenience of the Parties, the Agreement is divided into two parts: the Construction Phase and the
Operational Phase. The Construction Phase shall begin as soon as practicable after the Effective Date of
this Agreement and the Operational Phase will begin on the Commencement Date (as defined in Section
3.a. of the Operational Phase portion of this Agreement). During the Construction Phase, the Parties

undertake as follows:

1. Design and Engineering. LESSEE shall commission and arrange for the design,
engineering, construction, and installation oo the owe. by its approved eee ate ores a be
designed and engineered to support;-ata- i: 4 ne e Date equiprme
\eorrers-similertoLESSEE, plus the both Eases S$ equ etent ad
LESSOR's lighting fixture, based on TIA/EIA-222-G, ANSI’s seventh revision for Steel Antenna Towers

and Antenna Supporting Structures.
2. Location. The Tower shall be erected on that area of the Property described or depicted

on Exhibit A attached to this Agreement.

3. Approvals. ea ee assist reas with th applicable fe oak) antenna structure
registration requirements. pale z

forgoing, theThe Parties agree that they shall cooperate reasonably together to apply for and obtain
building permits for the project. Moreover, they agree that there shall be two separate applications and
building permits: (i) the first shall be for the Tower and surrounding compound, including landline
telephone, power, and fiber utilities to, and the security fence surrounding, the Tower compound; and (ii)
the second shall be for LESSEE’s ground-based equipment and LESSEE’s antennas on the Tower.

4, Selection and Use of Third Party Contractors. LESSEE’s construction manager shall

coordinate activities related to the design, engineering, installation, and construction of the Tower, Since
LESSOR is the owner of the Property and will be the owner of the Tower, LESSEE will, to the greatest
extent practicable, arrange for all third-party work product — including engineering drawings, plans,
specifications, warranties, and the like — to run directly in favor of LESSOR.

5. Diligence Required; Timeframe. The Construction Phase shall be considered completed
upon the Commencement Date of the Lease Term (defined below in the Operational Phase section of this
Agreement.) During the Construction Phase, LESSEE shall diligently undertake and pursue the tasks
assigned to it with regard to the design, engineering, construction, and installation of the Tower so that
the Tower is completed and ready for installation of lighting fixtures and communications equipment and

related appurtenances as expeditiously as possible.

6. Qwnership. At all times and for all purposes the Tower, and all related materials -
including, but not limited to, surveys, plans, engineering specifications, drawings, warranties, and the
like - shall be the property of LESSOR and not of LESSEE. LESSEE shall prepare and deliver to
LESSOR any and all documents of transfer, ee or be — as may, be required 0 or et to
document and evidence the formes. Aceord any-lesses-ofthe—le erthe-Prog allte-a

enthe-Fewer- Upon LESSOR’s satisfaction with the installation and operation of its lighting equipment
on the Tower and at the direction of LESSOR, LESSEE shall decommission and remove the existing
light pole.

——F, Transition to Operational Phase. As soon as practicable after completion of the Tower,
the compound surrounding the Tower, including the availability of utilities within the compound, and the

i ion of LESSOR’s equipmentlighting fixture on the Tower and removal of existing tower,
LESSEE shall submit is application for a building permit for its ground-based equipment and antennas.
The date of the issuance of the building permit to LESSEE for its ground-based equipment and antennas
shall trigger the Commencement Date of the Lease (by the mechanism described in Section 3 below), and
the Commencement Date shall mark both the end of the Construction Phase and the beginning of the
Operational Phase, at which time the following provisions shall apply:

B. Operati ha

1, PREMISES. LESSOR hereby leases to LESSEE a portion of that certain space (the
“Tower Space”) on the LESSOR’s Tower, together with a parcel of land (the “Land Space”) sufficient for
the installation of LESSEE’s ground-based equipment; together with the non-exclusive right (“the Right of
Way”) for ingress and egress, seven (7) days a week, twenty-four (24) hours a day, on foot or motor vehicle,
including trucks, and for the installation and maintenance of utility wires, poles, cables, conduits, and pipes
over, under, or along a twenty foot (20°) wide right-of-way extending from the nearest public right-of-way
to the Land Space; and together with any further rights of way (the “Further Rights of Way”) over and
through the Property between the Land Space and the Tower Space for the installation and maintenance of
utility wires, poles, cables, conduits, and pipes. The Tower Space, Land Space, Right of Way and Further
Rights of Way, if any, are substantially described in Exhibit A, attached hereto and made a part hereof and
are collectively referred to hereinafter as the “Premises”.

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In the event any public utility or similar service provider is unable to use the Right of Way or
Further Rights of Way, the LESSOR hereby agrees to grant an additionat right-of-way(s) either to the
LESSEE or to the public utility or service provider at no cost to the LESSEE, provided that the location of
an additional right-of-way on the Property is deemed feasible by LESSOR.

sonparable-eaquipnient-pre ided-said-replacementdees-ne +ereasetoqve pading-« aad 5 pragrees the
LESSEE shall have free access to the Tower at all times for the purpose of installing and maintaining its
equipment. LESSOR shall furnish LESSEE with necessary means of access for the purpose of ingress and
egress to this site and Tower location. It is agreed, however, that only authorized engineers, employees, or
properly authorized contractors of LESSEE or persons under their direct supervision will be permitted to

enter said premises, and that such access will cause no disruption to City events or facilities,

2. SURVEY. LESSOR also hereby grants to LESSEE the right to survey the Property and the
Premises, and said survey shall then become Exhibit GB which shall be attached hereto and made a part
hereof, and shall control in the event of boundary and access discrepancies between it and Exhibit A. Cost

for such work shall be borne by the LESSEE.

3. TERM: AL.

a. This Agreement shall be effective as of the date of execution by both Parties,
provided, however, the initial lease term shall be for five (5) years and shall commence on the
Commencement Date (as hereinafter defined) at which time rental payments shall commence and be due

at a total annual rental of BighteenForty Three Thousand Two Hundred Dollars ($ :0043,200.00),

to be paid in equal monthly installments on the first day of the month, in advance, to LESSOR or to such
other person, firm, or place as LESSOR may, from time to time, designate in writing at least thirty (30)
days in advance of any rental payment date by notice given in accordance with Paragraph 25 below. The
lease term shall commence based upon the date LESSEE is granted a building permit by the
governmental agency charged with issuing such permits, for LESSEE’s ground-based equipment and
antennas. In the event the date on which LESSEE is granted a buiiding permit falls between the 1* and
15" of the month, then the lease term shall commence on the 1* of that month, and if such date falls
between the 16 and 31" of the month, then the lease term shall commence on the 1* day of the following

month (either the “Commencement Date”).

b. Upon agreement of the Parties, LESSEE may pay rent by electronic funds
transfer and in such event, LESSOR agrees to provide to LESSEE bank routing information for such

purpose upon request of LESSEE.

c, LESSOR hereby agrees to provide to LESSEE certain documentation (the
“Rental Documentation”) evidencing LESSOR’s interest in, and right to receive payments under, this
Agreement, including without limitation: (i) decumentation-aceepiabie-te 7 :

er{ INTENTIONALLY DELETED); (ii) a

4

complete and fully executed Internal Revenue Service Form W-9, or equivalent, in a form acceptable to
LESSEE, for any party to whom rental payments are to be made pursuant to this Agreement; and (iii)
other documentation requested by LESSEE in LESSEE’s reasonable discretion. From time to time
during the Term of this Agreement and within thirty (30) days of a written request from LESSEE,
LESSOR agrees to provide updated Rental Documentation in a form reasonably acceptable to LESSEE.
The Rental Documentation shall be provided to LESSEE in accordance with the provisions of and at the
address given in Paragraph 25. Delivery of Rental Documentation to LESSEE shall be a prerequisite for
the payment of any rent by LESSEE and notwithstanding anything to the contrary herein, LESSEE shall
have no obligation to make any rental payments until Rental Documentation has been supplied to
LESSEE as provided herein, LESSEE acknowledges and agrees that the executed W-9 attached to this
ement as Exhibit “C” is sufficient Rental Documentation for these purposes.

Rs interest-of
j j in, LESSEE shall have no obligation to make any rental
payments to any such assignee(s), transferee(s) or other successor(s) in interest ef LESSOR-until Rentat

Project-Gests,-defined-aboveL ESSEE has received Rental Documentation in the manner set forth in the
: such receipt, LESSEE shall continue to pay rent to LESSOR.
4, EXTENSIONS. This Agreement shall automatically be extended for four (4) additional
five (5) year terms unless LESSEE terminates it at the end of the then current term by giving LESSOR
written notice of the intent to terminate at least six (6) months prior to the end of the then current term.

5. EXTENSION. RENTALS. During the initial term and all subsequent extensions under
Paragraph 4 above, or Paragraph 6 below, the annual rental will increase on each yearly anniversary of the
Commencement Date in an amount equal to enetwo percent (4-92,0%) of the previous year’s annual rent,

6. ADDITIONAL EXTENSIONS. If at the end of the fourth (4th) five (5) year extension
term this Agreement has not been terminated by either Party by giving to the other written notice of an
intention to terminate it at least three (3) months prior to the end of such term, this Agreement shall
continue in force upon the same covenants, terms, and conditions for a further term of five (5) years and for

five (5) year terms thereafter until terminated by either Party by giving to the other written notice of its
intention to so terminate at least three (3) months prior to the end of such term. The initial term and all

extensions shall be collectively referred to herein as the “Term”.

7. TAXES. LESSEE shall have the responsibility to pay, no later than the due date, any
personal property, real estate taxes, assessments, or charges owed on the Property whichLESSoOR.

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113630\14222702

demonstrates is the result of LESSEE’s use of the Premises and/or the installation, maintenance, and
operation of the LESSEE’s improvements, and any sales tax imposed on the rent (except to the extent that
LESSEE is or may become exempt from the payment of sales tax in the jurisdiction in which the Property is
located), including any increase in real estate taxes at the Property which LESSOR-demensivates-arises from
the LESSEE’s $ improvements ar and/or LESSEE’s use of the Premises. -LESSOR-and LESSEE -shall-each-be

Notwithstanding the foregoing, LESSEE shall not have the obligation to pay any tax, eaesunent or "charge
that LESSEE is disputing in good faith in appropriate proceedings prior to a final determination that such
tax is properly assessed provided that no lien attaches to the Property. Nothing in this Paragraph shall be
construed as making | Sa ae for any portion of LESSOR’s income taxes in connection with any

LESSEE shall have the right, at its sole option and at its sole cost and expense, to appeal, challenge
or seek modification of any tax assessment or billing for which LESSEE is wholly or partly responsible for
payment. In the event that as a result of any appeal or challenge by LESSEE, there is a reduction, credit or
repayment received by the LESSOR for any taxes previously paid by LESSEE, LESSOR agrees to promptly
reimburse to LESSEE the amount of said reduction, credit or repayment.

In paddition to the OTK vie Farts agree a ihe following provisions of NH RSA 72:23 L{b)

ay be amended from tims ime, are an tial part of this agreement;

failure of the LESSEE to pay the duly assessed personal and real estate taxes when due shall be

E UO Te late said lea or agreement by th L SOR .:

ae

ie

Tov added and ov the LESSEE.

8. USE; GOVERNMENTAL APPROVALS. LESSEE shall use the Premises for the purpose
of constructing, maintaining, repairing, and operating a communications facility and uses incidental thereto.
All improvements, equipment, antennas, and conduits of LESSEE shall be at LESSEE’s expense and their
installation shall be at the discretion and option of LESSEE. LESSEE shall have the right to replace, repair,
add, or otherwise modify its utilities, equipment, antennas and/or conduits, or any portion thereof, and the
frequencies over which the equipment operates, whether the equipment, antennas, conduits, or frequencies
are specified or not on any exhibit attached hereto, with no increase in rent, during the Term. It is
understood and agreed that LESSEE’s ability to use the Premises is contingent upon its obtaining after the
execution date of this Agreement all of the certificates, permits and other approvals (collectively the
“Governmental Approvals”) that may be required by any Federal, State or Local authorities as well as
satisfactory soil boring tests and structural analysis which will permit LESSEE use of the Premises as set
forth above. LESSOR shall cooperate with LESSEE in its effort to obtain such approvals and shall take no
action which would adversely affect the status of the Property with respect to the proposed use thereof by
LESSEE. In the event that (i) any of such applications for such Governmental Approvals should be finally
rejected; (ii) any Governmental Approval issued to LESSEE is canceled, expires, lapses, or is otherwise
withdrawn or terminated by governmental authority; (iii) LESSEE determines that such Governmental

8
413630114292702

Approvals may not be obtained in a timely manner, (iv) LESSEE determines that any soil boring tests or
structural analysis is unsatisfactory; (v) LESSEE determines that the Premises is no longer technically or
structurally compatible for its use, or (vi) LESSEE, in its sole discretion, determines that the use the
Premises is obsolete or unnecessary, LESSEE shall have the right to terminate this Agreement. Notice of
LESSEE’s exercise of its right to terminate shall be given to LESSOR in writing by certified mail, return
receipt requested, and shall be effective upon the mailing of such notice by LESSEE, or upon such later date
as designated by LESSEE. All rentals paid to said termination date shall be retained by LESSOR. Upon
such termination, this Agreement shall be of no further force or effect except to the extent of the
representations, warranties, and indemnities made by each Party to the other hereunder. Otherwise, the
LESSEE shall have no further obligations for the payment of rent to LESSOR. If LESSEE terminates this
Agreement before full reimbursement of the Project Costs, it shall forfeit its right to recover the balance of
the Project Costs remaining unreimbursed as of that time.

9, INDEMNIFICATION. Subject to Paragraph 10 below, each Party shall indemnify and
hold the other harmless against any claim of liability or loss from personal injury or property damage
resulting from or arising out of the negligence or willful misconduct of the indemnifying Party, its
employees, contractors, or agents, except to the extent such claims or damages may be due to or caused
by the negligence or willful misconduct of the other Party, or its employees, contractors or agents.

10. INSURANCE.
a. The Parties hereby waive and release any and all rights of action for negligence

against the other which may hereafter arise on account of damage to the Premises or to the Property,
resulting from any fire, or other casualty of the kind covered by fire insurance policies carried by the
Parties. These waivers and releases shall apply between the Parties and they shall also apply to any
claims under or through either Party as a result of any asserted right of subrogation. All such policies of
insurance obtained by either Party concerning the Premises or the Property shall waive the insurer’s right

of subrogation against the other Party.

b. LESSEE agrees that at its own cost and expense, it will maintain commercial
general liability insurance with limits not less than $2,000,000 for injury to or death of one or more
persons in any one occurrence and $1,000,000 for damage or destruction to property in any one
occurrence; or $3,000,000 combined single limit coverage for bodily injury and property damage.
LESSEE agrees that it will include the LESSOR as an additional insured.

11. LIMITATION OF LIABILITY. Except for indemnification pursuant to Paragraphs 9
and 31, neither Party shall be liable to the other, or any of their respective agents, representatives,

employees for any lost revenue, lost profits, loss of technology, rights or services, incidental, punitive,
indirect, special or consequential damages, loss of data, or interruption or loss of use of service, even if
advised of the possibility of such damages, whether under theory of contract, tort (including negligence),

strict liability or otherwise.

12. ANNUAL TERMINATION. Notwithstanding anything to the contrary contained herein,
provided LESSEE is not in default hereunder beyond applicable notice and cure periods, LESSEE shall
have the right to terminate this Agreement upon the annual anniversary of the Commencement Date

provided that three (3) months prior notice is given to LESSOR. If LESSEEcmnatesthis Aereement

Fé