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<br /> 5. , D-Z
<br /> ANTENNA SITE LICENSE AGREEMENT
<br /> THIS ANTENNA SITE LICENSE AGREEMENT (this "Agreement") is effective as of January 26,2004, ("Effective Date") by
<br /> and between the Oracle Corporation, a California Corporation ("Licensor) and Redwood City Police Department ("Licensee").
<br /> 1. PREMISES. Licensor is the owner of a parcel of land (the "Land") and building (the "Building") located at 400
<br /> Uracle Parkway, Redwood Shores, CA 94065 (the Land and Building are collectively, the "Property"). The Land is more particularly
<br /> described in Exhibit "A" attached hereto. The Premises, as described on the attached Exhibit "B", are the applicable portions of the
<br /> Property in which Licensee shall have the right to place the equipment described on Exhibit "C" (the "Site Equipment"), subject to the
<br /> terms of this Agreement.
<br /> 2. LICENSE TO USE.
<br /> (a) Subject to the terms and conditions hereinafter set forth. and in consideration of the duties, covenants and obligations of
<br /> Licensee hereunder, Licensor hereby grants unto Licensee, a non-exclusive license (the "License") for the installation, operation,
<br /> maintenance, and repair of Licensee's Site Equipment consisting of two (2) antennas (10.42'h x 2" diameter), on two (2) antenna
<br /> mount (s), and two (2) equipment cabinet (s) (2'w x 2'd x 70"h) in the Premises at the sole cost of Licensee. Licensee shall use the
<br /> Premises only for the purpose of providing the services detailed in Exhibit C of this Agreement for which it has received all necessary
<br /> governmental approvals. Licensee agrees that Licensee's Site Equipment shall be considered Licensee's personal property. No other
<br /> rights are granted herein. Licensor makes no warranties, implied or otherwise, as to the fitness of the Premises for Licensee's intended
<br /> use. Licensee has inspected the Land, Building, and rooftop and accepts the same "AS IS" and agrees that Licensor is under no
<br /> obligation to perform any work or provide any materials to prepare the Property for Licensee. In no event shall Licensor be obligated
<br /> to provide the use of any facilities, inCluding existing building entrances and riser conduit.
<br /> (b) Licensor shall have the right in its sole and reasonable discretion to reasonably limit the type, size, and location of Licensee's
<br /> Site Equipment located on or in the Property. Further, Licensor may require Licensee, in its sole and reasonable discretion, at
<br /> Licensee's expense, to relocate within the Building or on the rooftop any or all of Licensee's Site Equipment, provided that such
<br /> relocation does not render Licensee's utilization of the site impracticable. The substitute space shall contain at least as much area as
<br /> the current space from which Licensee is being relocated. In the event Licensor requires Licensee to relocate its Site Equipment,
<br /> Licensee shall within ninety (90) days either: (i) terminate this Agreement upon written notice to Licensor; or, (ii) relocate the Site
<br /> Equipment. Licensor shall allow Licensee to perform a standard cutover procedure, if required by said relocation, to ensure that the
<br /> relocated equipment is operational for service prior to discontinuing service from the old location.
<br /> (c) Licensor and Licensee acknowledge and agree that the relationship between them is solely that of Licensor and Licensee and
<br /> nothing herein shall be construed to constitute the parties as employer/employee, partners, joint ventures, co-owners, or otherwise as
<br /> participants in a joint or common undertaking. Neither party, nor its employees, agents, or representatives, shall have any right,
<br /> power, or authority to act or create any obligation, express or implied, on behalf of the other.
<br /> (d) In no event shall Licensee use the Premises to enable other providers of communications services to provide
<br /> communications services to any tenant, occupant or licensee of the Building or to any tenant, occupant or licensee of any other
<br /> building.
<br /> (e) Licensee agrees that, at no time during the term of this License will it use or permit the use of its Site Equipment in ways that
<br /> are inconsistent with Paragraph 2, or Exhibit "C" of this Agreement.
<br /> 3. ADDITIONAL EQUIPMENT. Upon the written consent of Licensor, and in accordance with Paragraph 2 above,
<br /> Licensee may add equipment to the Property, in addition to the above referenced Site Equipment ("Additional Site Equipment"). The
<br /> parties expressly acknowledge and agree that the Annual License Fee set out in Paragraph 5 is based, in part, upon the type and
<br /> quality of service currently expected to be provided by the Site Equipment described in Exhibit "C". Changes in the type and quality of
<br /> service provided by the Additional Site Equipment shall increase the value of the Premises. To the degree that such changes are
<br /> material, Licensor and Licensee agree that such an increase in the expected value of the Premises may be reflected in an increase to
<br /> the Annual License Fee. Said additional payments shall become part of the Annual License Fee and shall be due to Licensor upon the
<br /> date Licensee begins construction on the Additional Site Equipment with the anniversary of such payments to coincide with the
<br /> Commencement Date, as described in Paragraph 4 below. Additional Site Equipment shall be specifically described in an addendum
<br /> to this Agreement, (which will contain and incorporate the same terms, conditions,. and obligations of this Agreement) to be signed by
<br /> both parties.
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