2022/09/30 Dish Wireless, LLC Cell Tower installationEMENT TO MNlFY AND OLD HARML
This Agreem to lndemnify and Hold Harmless ("Agreement") is entered into,
effective as of S ,2022,by and between the clTY oF MENIFEE, a municipal
corporation, on the one hand, (
company, and Crown Castle
other. The City and lndemnito
individually as a "Party."
"City"), and Dish Wireless, LLC, a California limited liability
(Tower Owner & Attorney-in-Fact) "lndemnitorc",on the
r(s) are herein referred to collectively as the "Parties" and
RECITALS
Whereas, Dish Wireless, LLC seeks a Minor Plot Plan No. PLN22-0'137, requesl to
collocate at 53',-0" onto an existing 68-foot-tall monopole. The tower has existing wireless
carrier equipment located at the top of the monopole. The height of the highest existing
equipment is at 76'-9". The cell tower is located at 30251 Murrieta' The Proiect proposes
the following tower and ground scope of work:
Tower Scope of Work:o lnstall (3) proposed panel antennas (1 per sector)
. lnstall (1) antenna T-arm mount assembly. lnstall proposed lumpers. lnstall (6) proposed RRHS (2 per sectooo lnstall (1)proposed over voltage protection device (OVP)
o lnstall (1)proposed hybrid cable (lenglh: 90'-0')
Ground Scope o, Work:. Remove (1) existing 6'-0" fence sectiono lnstall (1) proposed cable trayr lnstall (1) proposed PPC cabineto lnstall ("1) proposed equipment cabinelo lnstall (1) proposed power conduit
o lnstall (1) proposed telco conduito lnstall (1) proposed telco-fiber box. lnstall (1) proposed GPS unite lnslall (1) proposed safety switch (if required)
o lnstall (1) proposed fiber NID (if required)o lnstall (1) proposed meter socket. lnstall (1) 6'-0' double gate
o lnstall slats on existing perimeter fence
(the.Project") is located at 30251 Murrieta Road, in the city of Menifee, county of
iiverside, State of California (APN: 358-090-032). (the "Property"); and
Whereas, in connection with the consideration of the above.mentioned
discretionary approvals, lndemnito(s) has offered to, and hereby agrees that. it will,
indemnify aio n6ro the City harmless from any challenges arising from or related to the
discretionary approvals, tire Property or the Project as more fully set forth in this
Agreement.
246t0]1E58{001
AGREEMENT
NOW, THEREFORE, for full and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, and based upon the foregoing recitals, and the terms,
conditions, covenants, and agreements contained herein, the Parlies hereto agree as
follows:
1. lncorporation of Recitals. The Recitals set forth above are an integral part of
this Agreement and are fully incorporated herein.
2, lndemnitors, tndemnification obligations. lndemnitors shall indemnify, defend
and hold harmless the City of Menifee and its elected city council, appointed
boards, commissions, committees, ofiicials, employees, volunteers, contractors,
consultants (which may include the County of Riverside and its employees,
officers, officials, and agents), and agenls (herein collectively, the "lndemnitees")
from and against any and all claims, liabilities, losses, fines, penalties, and
expenses, including without limitation litigation expenses and atlorney's fees,
arising out of: (i) the city's approval of the Project, including, without limitation, any
judici;l or administrative proceeding initiated or maintained by any person or entity
challenging the validity or enforceability of any city permit or approval relating to
the ProJect, any condition of approval imposed by the City on such permit or
approral, and any finding or determination made and any other administrative
aciion taken by any of the lndemnitees in conjunction with such permit or approval,
including, wit'houi limitation, any action taken pursuant to the California
Environmental Quality Act ("cEoA"); and/or (ii) the acts, omissions or operalions
of the lndemnitors and the directors, officers, members, partners, employees,
agents, contractors, and subcontractors of each person or entity comprising the
lniemnitors with respect to the ownership, planning, design, construction'
operation, and maintenance of the Project and its location on the Property; The
iity snatl notify the lndemnitors of any claim, lawsuit, or other iudicial or
administrative proceeding (herein, an "Action") within the scope of this indemnity
obligation and iequest that the lndemnitors defend such Action with legal counsel
rea;onably satisfactory to the City. The City's consent to any legal counsel chosen
bythelndemnitorshereundershallnotbeunreasonablywithheld.lfthe
lndemnitors fail to so defend the action, the city shall have the right, but not the
obligation, to do so with counsel of their own choosing, with no right of.approval by
lndJmnitors and, if they do, the lndemnitors shall promptly pay the City's full cost
thereof, with payments made at least on a monthly basis. Notwithstanding the
foregoing, the indemnity obligations described herein shall not apply in regard to
any itaim that may arise out of the willful misconduct or the sole active negligence
oftheCity,itsemployees,agents,licensees,lessees,contractors,and/or
subcontraciors. This Agreement shall survive any final action on the Project and
shall survive and be independent of any Project approvals, even if such Pro.iect
approvals are invalidated in whole or part.
2465/0llll5ri40{r
807laj0I .0q/2c/22
3. Entire Agreement; Amendments and Waivers' This Agreement contains the
entire agreement between the City and lndemnitor(s) with respect to the subject
matter set forth herein and supersedes any prior discussions, negotiations, and
agreements with respect thereto. This Agreement may be amended or modifled
only by a written agreement executed by both Parties. No waiver of any of the
terms of this Agreement shall be effective or binding unless in writing and executed
by an authorized representative of the Party waiving its rights hereunder.
4. Successors and Assigns. This Agreement shall be binding upon the heirs,
executors, administrators, successors, transferees, and assigns of the Parties.
lN WITNESS WHEREOF, the parties hereto have entered into this Agreemenl to
be effective as of the date first wrltten above.
'clw'
,2022
APPROVED AS TO FORM
RUTA T KER, LLP
Attorneys for the ty of enifee
CITY OF MENIFEE,California Municipal
Corporatio0
By:
A DO G, VILI.A
Its CITY MANAGER/^t?!r /.\E trEl\llEEE
"INDEN/NITOR'
lDish less, LLCI
By:
7
\rrr. e ,2022Dated:
Print
Name kt 9 /aoou,*
2165,0r185E4001
80?!4.j0 2 o0e/29/21 -3
Its Manageri lvlanaging Member
Dated:
Sept 30 ,2022
"INDEMNITOR"
[Crown Castle (Tower Owner & Attomey-
in-Factl
Kaa. /a,-non,Dated
.1r{6t/01t85E4001