Backup Documents 04/11/2023 Item #16C 5 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 16 C g
THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE
Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later
than Monday preceding the Board meeting.
**NEW** ROUTING SLIP
Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the
exception of the Chairman's signature,draw a line through routinglines#1 through#2,complete the checklist,and forward to the County Attorney Office.
Route to Addressee(s) (List in routing order) Office Initials Date
1. Ronald T. Tomasko, Assistant County County Attorney
Atty., County Attorney's Office
-71t l3
2. BCC Office Board of County /
Commissioners IQL Iy // '/ /z
3. Minutes and Records Clerk of Court's Office
PRIMARY CONTACT INFORMATION
Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the
addressees above,may need to contact staff for additional or missing information.
Name of Primary Staff Sonja Stephenson Phone Number 239-252-8073
Contact/Department
Agenda Date Item was April 11,2023 Agenda Item Number 16.C.5
Approved by the BCC
Type of Document License Agreement Number of Original 1
Attached Documents Attached
PO number or account N/A
number if document is
to be recorded
INSTRUCTIONS & CHECKLIST
Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not
appropriate. (Initial) Applicable)
1. Does the document require the chairman's original signature? N/A
2. Does the document need to be sent to another agency for additional signatures? If N/A
yes,provide the Contact Information(Name;Agency;Address;Phone)on an
attached sheet.
3. Original document has been signed/initialed for legal sufficiency. (All documents
to be signed by the Chairman,with the exception of most letters,must be reviewed
and signed by the Office of the County Attorney.
4. All handwritten strike-through and revisions have been initialed by the County N/A
Attorney's Office and all other parties except the BCC Chairman and the Clerk to
the Board
5. The Chairman's signature line date has been entered as the date of BCC approval of N/A
the document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the SS
Chairman's signature and initials are required.
7. In most cases(some contracts are an exception),the original document and this N/A
routing slip should be provided to the County Attorney Office at the time the item is
input into SIRE. Some documents are time sensitive and require forwarding to
Tallahassee within a certain time frame or the BCC's actions are nullified. Be
aware of your deadlines! _
8. The document was approved by the BCC on April 11,2023 and all changes SS N/A is not
made during the meeting have been incorporated in the attached document. t. option
The County Attorney's Office has reviewed the changes,if applicable. `, this l{
9. Initials of attorney verifying that the attached document is the version approved by
the BCC,all changes directed by the BCC have been made,and the document is
ready for the Chairman's signature.
I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12
Memorandum
16 C
TO: Minutes & Records Management
FROM: Sonja Stephenson, Real Property Management
DATE: 4-24-2023
RE: American Towers LLC
The Board of County Commissioners approved the License Agreement on
4-11-2023, Agenda Item 16.C.3.
Attached is License Agreement for attestation.
Please attest to Commissioner LoCastro's signature as Chair on the documents.
Please contact me if you have any questions or comments at Extension 8073.
Thank you.
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LICENSOR SITE NAME,NUMBER CORKSCREW r/RESr4ruJm FL!zBm
LICENSEE SxTs NAME^NUMBER oFS Corkscrew r.tenvuse/orS21saso
LICENSE AGREEMENT
ATC Contract No
This LICENSE AGREEMENT ('Agreement") /s entered Into as of the latter Signature date hereof
(^EffecdxmDatw^)Uy and between American Towers LLC a Delaware limited hmll company,with aplace
OfbusmGss at 10 Presidential VVay. Woburn, K8A018Ol (-Licensor`) and Board of County Commissioners
of Collier County Florida, as the Governing Board of Collier County as Ex-ofhoio as the Governing Board
of Collier County Water-Sewer District, with a place of business in care of Real Property Management
3335Tanniam/ Trail East, Naples, FL34112<Licmnseel
|. TOWER FACILITY INFORMATION.
Site Name� CORKSCREW F|RESTATiONFL
Site Numhec2201O
Address and/or location ofTower Facility 13240 |mmuKa|ee Road Nap|es, FL 34120'1488
Tower Facility Coordinates, Lot28" 1G' 35 298~ N2627647170 Long 81" 36' 3,904'' VV-8180108433
it, NOTICE&EMERGENCY CONTACTS.
° L,cenyeea local emergency contact (name and number) Frank |ncano (239) 252-Z5S7
w Licensors local emergency contact Network Operations Commun/cadons Center (8O0) 83O-33G5
° Notices to Licensee shall be sent to Licensee s address above to the attention of Michael Fauth
* Notices to Licensor shall be sent to Licensors address above tc the attention of Contracts Manaaer
° Lioenso/a Remittance Address, American Tmma, Corporation. 29837 Network Place, Chicago, |L
60673'1206 all payments shall include reference tothe Site Name and Site Number as /den8heo
above .n Section |
m, PERKARrTED USE OFTOWER FACILITY BY LICENSEE
Transmitting and Recowinghequono/es SeaExmb't A for specific frequencies
Antenna mount height on tower See Exhibit Afor specific location
Ali othorpermitted uses ofthe Tower Facility including Licensee's Approved Equipmen1, and the Licensed
Space are further described in Section 4 of this Agreement and Exhibits A and B attached hereto
|V. F2ES&TERW
Monthly License Fee. Seven Hundred Fifty and 00/100 Dollars (S750O0). increased by the Annual
Escalator on the first anniversary of the Commencement Date of this Agreement and each anniversary of
the Commencement Date thereafter during the Term (as defined m Appendix |)
Annual Escalator Four percent (496)
Application Fee N^A
Re|uuahon Application Fee N/A
Site inspection Fee N/A
|n/Uo| Tenn. A period often (10) years begmmng on the Commencement Date The 'Commencement
Date' shall be t1ne earlier of (I) tne date of Licensor's issuance of a NTP or (6) March 1. 2023.
Renewal Terms. 3 additional periods of years each
Connection Fee (as described in Subsection 6(b)) N/A
Electricity for operation of Approved Equipment is to be provided by (check one)
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LICENSOR SITE NAME/NUMBER,CORKSCREW FIRESTATIowrL/z291n
LICENSEE SITE NAME/NUMBER. DpS Corkscrew Pieonuse/DfS 2158$0
Licensor, with the cost of such electricity to be paid by Licensee at the initial rate of S per month
("Utility Fee") subject un adjustment pursuant to Subsection 5(b). OR
Licensmo, at its sole expense
V. TERK8S&CC)NO|T\ONS
The attached terms and conditions are incorporated harem by this reference
Y|, OTHER PROVISIONS
Other provisions (check one), 7 None E As listed below
A, PCN/PCN Retention Fee/Cross-Default Licensee, an Affiliate of Licensee or any entity or
individual acting on behalf Licensee or an AMD|/ato of Licensee shall only issue Prior Coordination Notices
<~KNs`> for the Permitted Frequencies set forth in Exhibit Amnd shall not issue PCN* for any other
frequencies ad this Tower Facility oratany other tower facility owned and/or operated by Licensor unless
Licensee has submitted an Application for use ofthe subject frequencies to Licensor for which a partially
executed License Agreement shall be signed by Licensee and returned to Licensor within sixty (60) days
of the submittal of the Application, Licensee shall withdraw pCNa filed for any frequencies which are not
licensed to Licensee byLicensor, nn more than ten (10) days from the date of Licensee s withdrawal ufan
Application o,Licunaor's election to not process a Licensee-submitted Application Failure to comply with
the terms of this Subsection A shall constitute an event of default pursuant to Omc\mn 21 hereof(a ^PCN
Default") for which the cure period is set forth in Section 21
B Notwithstanding anything to the contrary in this Agreement,the offer expressed to Licensee
in this Agreement shall automatically become null and void with no further obligation by either Party hereto
.fa structural analysis of the Tnxve, Facility completed after the execution of this Agreement by Licensor
but before the commencement of the installation of Licensee's Approved Equipment indicates that the
Tower Facility is not suitable for Licensee's Approved Equipment unless Licensor and Licensee mutually
agree that structural modifications or repairs shall be made /othe Tower Facility on mutually agreeable
tarnnw
C In no event mMeU Licensee's use of the Tower Facility. o,operation of any of its equipment
thereon be conducted /n a manner that interferes with Licensor's lighting syehorn located on any of the
towero, building systems, or, in the event that Licensee's equipment is installed or the rooftop n(a building,
with equipment of any kind used by building tenants who are not tenants ofLicensor. |n the event that such
interference does occur, Licensee shall be solely responsible to reimburse Licensor for any and all coots
required to modify and/or upgrade Lioeneo,'s lighting sys\emn, to comply with all necessary FAA/FCC
/egu|aVons, as a result ofsaid interference
O Radon |ma naturally occurring radioactive gas that, when it has accumulated |nabuilding
in sufficient quantities may present health risks to persons who are exposed to it over time. Levels of radon
that exceed federal and state guidelines have been hound in buildings in Florida Additional information
regarding radon and radon testing may be obtained from your county public health unit
E, Notwithstanding anything tothe -contrary contained he,em. Licensee shall pay to Licensor
a ore-time non-refundable fee in the amount of Two Thousand and 00/100 Dollars ($2.000.00) (the
"Collocation Fee") payable concurrent with the submission of the Application ($1.58000 of which is
attributable to Site Inspection Fee and SS|F Fees,and S5OOOOof which/s attributable kz Structural Analysis
Fee (as defined herein)) Notwithstanding the hnregmng, any equipment design modification initiated by
Licensee that occurs prior to the initial motaUohnn of Licensee's Approved Equipment or any subsequent
modification thereto, shall result in an additional structural analysis fee mf One Thousand Five Hundred and
No/18O Dollars ($1 50O,OO). per each design change
[Signatures appear un next page]
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LICENSOR SITE NAME t NUMBER.CORKSCREW FIRESTATION FL i 22910
LICENSEE SITE NAME i NUMBER DFS Corkscrew Firehouse/DFS 215 850
IN WITNESS WHEREOF, each Party in consideration of the mutual covenants contained herein, and for
other good and valuable consideration, intending to be legally bound, has caused this Agreement to be
executed by its duly authorized representative as of the day and year written below; provided, however,
that this Agreement shall not become effective as to either Party until executed by both Parties
LICENSOR: LICENSEE:
American Towers LLC, Board of County Commissioners of
a Delaware limited liability company Collier County Florida, as the Governing
Board of Collier County as Ex-officio as
the Governing Board of the Collier
Countyeirtg-Sew r II trict
By By. .....
Name. rii4.-( E0 )e Name Rick LoCastro
Title. V e--Gesa.P Title. Chairman
Date: ilir./ / e/ 2() 3 Date:
ATTEST
Crystal K Kinzel Clerk of ft4013113 • A
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LICENSOR SITE NAME/NUMBER CORKSCREW r/RsSTATI0vpl/aa818
LICENSEE SITE NAME/NUMBER DIPS Corkscrew p.rexovse/opoz,uaao
TERMS AND CONDITIONS
1. DEFINITIONS,
Capitalized terms defined /n the body of this Agreement are indexed by location .n Appendix ( attached
hereto Capitalized terms used in Agreement but not defined herein are defined in Appendix |
3. GRANT OF LICENSE.
Subject to the terms q/this Agreement, Licensor hereby grants Licensee non-exclusive license to inmba|/,
.maintain. and operate the Approved Equipment at the Licensed Space, All Approved Equipment uho|| be
and remain Licensee's personal property throughout the Term of this Agreement Licensor shall maintain
the Tower Facility in good order and nepeir, wear and toar, damage by fime, the elements or other casualty
excepted. In no event shall Licensee's license as granted heroin include rights to use the air space above
the Approved Equipment, and Licensor reserves the right to install, construct and/or operate additional
improvements or equipment of Licensor or others above Licensee's Approved Equipment. including
Licensee's shelter <commonly referred toos ''otaokmA''). provided that such additional improvements o,
equipment do not materially and adversely interfere with the access to or operation of the Approved
Equipment, including Licensee's shelter Licensee /s not required to utilize e stachmb|eshe|ter. provided
that. if Licensee opts to install a shelter that im not stachab|e and if Licensor receives an offer to license the
air space above Licensees nnn'atackab|e shelter by a proposed subsequent uoer. Licensor may at its
election upon thirty <30> days' prior written notice require Licensee to replace such non'stackabha shelter
with awhackab|e shelter mfa comparable size, provided that the proposed subsequent user agrees inwriting
tobe wholly responsible for the cost of Licensee's shelter replacement Subject'to any limitations contained
in tll�e Ground Leaoe, Licensor grants Licensee a right ofaccess to the Tower Facility 24 hours per day: 7
days per week during the Term Licensor grants Licensee a designated location for the instaUahon of
Licensee's utilities over, under oracross the Tower Facility (collectively, "Easement"), Licensee shall be
responsible for any and all Damage or loss that results from the installation of any cables or utility wires by
Licensee or any company or person retained by Licensee (including a public utility company): Including,
without limitation, any damage orloss that results from the accidental cubing of utility wires ur cables o/any
other pmdY operating at the Tower Fmci|ity, Licensor shall provide Licensee with one set of keys and/or
codes to access the Tower Facility Licensee shall be responsible for ensuring that Licensor has, at all
times, a complete and accurate written list of all employees and agents of Licensee who have been provided
the keys or access codes to the Tower Facility Licensor shall have the right to continue to occupy the
Tmma, Facility and to grant rights to others to the Tower Facility in its sole discretion. Licensee mhaU have
no Property rights or interest in the Tower Facility or the Easement by virtue of this Agreement If Licensor's
right to license space on the Tower Facility to Licensee is subject to a right of first refusal for the benefit of
athirU party and if such third party exercises its right of first refusal prior to the Commencement Date,
Licensor may terminate this Agreement upon written notice toLicensee.
3. EXHIBITS
Within forty-five(45)days following the Commencement Date Licensee shall provide Licensor with as-built
or construction drawings showing the Approved Equipment as installed in both hard copy and electronic
form ("Construction Drawings"): such Construction Drawings shall include the location of any nhe|ie,s,
oabmatm, grounding nngw, cables, and uU|ih/ lines associated with Licensee's use of the Tower FaoiWty.
Upon receipt. Licensor shall attach the Construction Drawings as Exhibit C hereto In the event that
Licensee fails to deliver the Construction Drawings as required by this Sect|on. Licensor may cause such
Construction Drawings to be prepared on behalf ofLicensee and Licensor mnaU mooesa a haa for such
Construction Drawings in on amount equal to one hundred twenty perceni (120Y6) of the actual cost of
obtaining the Construction Drawings including in-house labor. which upon invoicing ahoU become
immediately due and payable by Licensee. |n the event of inconsistency or discrepancy between(a)Exhibit
/\ and Exhibit 8 hwnebz. Exhibit Ashall govern, and <b> between Exhibit (with respect to Approved
Equipment and antenna locations) together with Exhibit 8 (with respect to Ground Space inota0eUon
locations) and Exhibit C henahz. Exhibits Aand B shall govern, notwithstanding any approval or signature
by Licensor orits agents Licensee hereby acknowledges and agrees that instaUahon of the Approved
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LICENSOR SITE NAME/NUMBER CORKSCREW F|RE3T*T|OmFL/2z910
LICENSEE SITE NAME/NUMBER.OF8 Corkscrew F.rehnvso/DFS2,sasn
Equipment must be in strict accordance with the approved Construction Drawings and Exhibits Aand 8
Notwithstanding the forgoing, Licensee shall not infer nor shall acceptance of the Construction Drawings
by Licensor badeemed to be representation by Licensor that(/) such Construction Draw,nQs or the plans
and specifications described therein are in compliance with hadena|' state or local laws, ordinances, rules
or regulations, (n) that such installation shall not cause impermissible orunlawful mbarference, or(i|i) that
such installation is consistent with Licensee's permitted installation as specifically set forth in Exhibits A and
Bhenatm
4. USE
Subject to the terms of any Ground Lease Licensee shall be permitted the non-exclusive right to msteU,
mainhain, operate, wemica, modify and/or replace its Approved Equipment at the Licensed Space, which
Approved Equipment shall be utilized for the transmission and reception of wireless voice and data
communications signals (such transmission and reception to be solely within the Permitted Frequencies
and if the Permitted Frequencies include licensed upoct,um, within the spectrum licensed to Licensee by
the FCC) if as of the Effective Date, Licensee wireless business consists of one-way network vvh|oh
requires only that w/Qno|m be transmitted from the Tower Fac}|ity, then notwithstanding the foregoing
sentence, Licensee's use ofthe Tower Facility under this Agreement shall be limited to the transmission of
wireless voice and data communications signals from the Tower Facility. Licensee's permitted use with
respect to the Licensed Space shall be limited solely to that enumerated in this Section and, except
pursuant to a separate agreement with Lioennor, no person or entity other than Licensee shall have the
right to ms\aU, maintain or operate its equipment or transmit or receive communications at or otherwise
use, the Licensed Space.
5. LICENSE FEES; TAXES: ASSESSMENTS
(e) Monthly License Few The Monthly License Fee as adjusted by the Annual Escalator,
shall be payable .n advance on the first day of each calendar month during the Term beginning upon {he
Commencement Om|m If the Commencement Ootm is not the first day of calendar month. the Monthly
License Fee for any partial month shall be prorated on a daily basis
(b) Utilities
(o All utility services installed on the Tower Facility for Me use or benefit of Licensee
shall be made atthe sole cost and expense of Licensee and shall be separately rnehaoed from Licensor'y
whhtpeo Licensee shall be solely responsible for extending utiUdes to the Tower Facility as necessary for
the operation of the Approved Equipment and for the payment of utility charges including connection
charges and security deposits incurred by Licensee Licensee sho|l obtain and pay the cost oftelephone
connections, the installation of which uheU be in compliance with the procedures for installation and
maintenance of Approved Equipment set forth herein
(ii) Interruptions in Service, Licensor shall not be |/aU|e /n any respect for damages
to either person or property nor shall Licensee be relieved from fulfilling any covenant or agreement hereof
as � result of any temporary or permanent interruption of e|ecthoa| oemioa o, of any common heoLing,
ventilation and air conditioning system to the extent provided by Licensor Licensor shall use reasonable
diligence to restore any interruption as promptly as practicable to \he extent that Licensor can reasonably
effect such restoration, but Licensee shall have no n/a`,n for damages, consequential or otherwise. on
account of any interruption. Licensor has no obligation or responsibility to provide emergency or''backup~
power boLicensee
(c) Taxes
(i) Property Tmuwm To the extent required by applicable |e~. Licensee sha8 be
responsible for the reporting and payment when due of any tax directly related to Licensee's ownership or
operation of the Approved Equipment and such reporting and payment shall be nnaum directly to the
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LICENSOR SITE NAME/NUMBER CORKSCREW pIRE8TATIOmFL/2?810
LICENSEE SITE NAME/NUMBER OFS Corkscrew F/wxouoe/opS%,5m50
appropriate tax authorities To the extent Licensee is not tax exempt, L}censee shall reimburse Licensor in
full for any taxes assessed against Licensor but attributed to the Approved Equipment within thirty(30)days
wyLicensor'u request for such reimbursement Licensor shall pay allproperty taxes directly assessed
against L,cansor'o property or for which Licensor is obligated to pay under the Ground Lease, provided.
however, Licensee shall reimburse Licensee's pnorata share ofsuch taxes. Licensee's pro rabaahare shall
be determined by dividing such taxes evenly among all users Licensor has permitted to uhUze any portion
of the Tower Facility. Licensee shall reimburse Licensor for such taxes within thirty (3O>days ofLioenomr's
request for such reimbursement. Notwithstanding the foregoing, Licensor and Licensee acknowledge,
Licensee as a governmental entity, is exempt from certain tax requirements pursuant to §212,08 Fla. 8tat
(ii) Sales; Use and Other Taxes Licensor shall he responsible for billing, collecting,
npporbng, and remitting sa|ea, use and other taxes directly no|aVed to any Monthly License Fee orother
payments received pursuant to this Agreement Licensee shall bm responsible for reimbursing Licensor for
all such aa/eo. use and other taxes billed no|akmd to any payments received pursuant hx this Agreement
Licensor shall add to the Monthly License Fee or any other payment then due and payable any associated
sa|es, use or other tax, which shall be paid by Licensee at the same time and in the same manner as the
Monthly License Fee or other payment due and payable under this Agreement.
(d) Federal Use Feam&Awmmmmrnmnts In the event that a particular Licensed Space is at a
Tower Facility located on property which is owned by the Bureau of Land Management ('BLM8'') or the
United States Forest Service (USFS~). Licensee shall reimburse Licensor for any and all haea or
assessments attributable to this Agreement or Licensee's use of the Licensed Space paid by Licensor to
the8LM orUSFS no|aV*d to such Tower Facility within thirty (30) days ofLicenoor's request for such
reimbursement.
(e) Restrictions on Reimbursement. Solely for the purposes ofae*orm/ning Licensee's
portion of such taxes,fees, assessments or similar expenses as contemplated in this Section 5 or anywhere
else in this Agreement, /f any such amounts are determined in °mo|e o, in part on the income or profits
(aside from gross revenues) of any person nrentity Licensor and Licensee shall agree ona fixed amount
(subject ho the Annual Emoa|ahar. which shall be applied in the same manner as it 'm applied to the Monthly
License Fee) that shall be treated as such tax, fee, assessment or similar expense in lieu of the actual
amount which agreed bo amount shall be set forth in an amendment oo this Agreement.
{f]i Payment Address, All payments due under this Agreement shall be made to Licensor at
Liumnmor's Remittance Address shown nn page 1 of this Agreement or such other address aa Licensor may
notify Licensee ofinwriting
(g) No Set-Off All payments due under this Agreement shall be due without set-off notice
counterclaim or demand from Licensor to Licensee.
(h) Effect of Partial Payment, No endorsement or statement on any check or letter
accompanying a check for payment of any monies due and payable under the $arnnu of this Agreement
shall be deemed an accord and satisfaction. and Licensor may accept such check or payment without
prejudice to its right to recover the balance of such monies or to pursue any other remedy provided by law
o,m this Agreement.
6. TERM
(e) Initial Term. The Initial Term nf this Agreement shall be as specified on page 1
(b) Renewal Term, The Term of this Agreement may be extended for each of the Renewal
Terms aaspecified on page 1 of this Agreement, provided that at the time of each such renewal: <{) ,he
Ground Lease remains in effect and has not expired or been terminated, (ii) Licensee is not in detsuh
hereunder and no condition exists which if left uncured would with the passage p( time orthe giving of
notice result in a default by Licensee hereunder and (iii) the original Licensee identified on page Y of this
G
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LICENSOR SITE NAME NUMBER CORKSCREW FIRESTATION FL+22910
LICENSEE SITE NAME/NUMBER OFS Corkscrew F rehouse/DFS 215.850
Agreement has not assigned, sublicensed, subleased or otherwise transferred any of its rights hereunder
Provided that the foregoing conditions are satisfied, this Agreement shall automatically renew for each
successive Renewal Term unless either Party notifies the other in writing of its intention not to renew this
Agreement at least one hundred eighty (180) days prior to the end of the then existing Term.
(C) Holdover Term If Licensee fails to remove the Approved Equipment at the expiration of
the Term, such failure shall be deemed to extend the Term of this Agreement on a month-to-month basis
under the same terms and conditions herein except that(i) a monthly license fee shall be due on or before
the first day of every calendar month during such month-to-month term in an amount equal to one hundred
fifty percent (150%) of the Monthly License Fee in effect for the last month of the Term prior to the
commencement of such month-to-month term ("Holdover Fee"), such Holdover Fee to escalate annually
on the anniversary of the Commencement Date by an amount equal to six percent (6%) of the Holdover
Fee in effect for the month immediately prior to the month in which such escalation takes place, and (ii)the
month-to-month extension shall be terminable upon fifteen (15) days' prior written notice from either
Licensor or Licensee to the other. provided, however. nothing contained herein shall grant Licensee the
unilateral right to extend the Term of this Agreement after the expiration of the Term. In addition to the
monthly license fee payable to Licensor in the event of an extension under this Subsection 6(c) Licensee
agrees to indemnify and hold Licensor harmless from any Damages arising out of or in connection with the
extension, the operation of the Approved Equipment at the Tower Facility and Licensee's failure to perform
all of its obligations under this Agreement at the termination or earlier expiration of this Agreement.
7. COMMON EXPENSES
Licensee shall reimburse Licensor for Licensee's pro-rata share of all common expenses (the 'Common
Expenses`)incurred by Licensor in the installation.operation maintenance and repair of the Tower Faclitty.
including, but not limited to, the construction, maintenance and repair of a common septic system and field.
insurance: common utilities and any and all other costs of operating and maintaining the Tower Facility
Notwithstanding the foregoing. the cost and expenses associated with any Damage which is directly
attributable to the acts or omissions of Licensee or Licensee's contractors shall be borne solely by Licensee
Licensee shall not be required to pay any share of costs or expenses incurred to replace the Tower In the
event that Licensee also licenses space within a building or shelter owned by Licensor on the Tower Facility.
Licensee shall also reimburse Licensor for its pro-rata share of all Common Expenses incurred for the
operation: maintenance, repair and replacement associated with such building or shelter, including without
limitation, the physical structure of the building HVAC system, and common utility expenses. In the event
that Licensee is connected to a generator or back-up power supply owned by Licensor, Licensee shall also
reimburse Licensor for its pro-rata share of all expenses incurred for the operation, maintenance, repair
and replacement associated with such generator, including, without limitation, fuel expenses. For the
purposes of this Section,a 'pro-rata share"of costs and expenses shall be determined based on the number
of licensees using the Tower Facility (or with respect to a shared shelter or building the number of licensees
using Licensors shelter or building)on the first day of the month in which an invoice is mailed to Licensee
Licensee shall reimburse Licensor for Common Expenses within thirty (30) days following receipt of an
invoice from Licensor.
8. SITE INSPECTION
Concurrent with Licensee's delivery of a fully executed Agreement to Licensor, and before the date of any
subsequent modifications to or installation of additional Approved Equipment. Licensee shall pay Licensor
the Site Inspection Fee as defined on page 1 of this Agreement. Licensee acknowledges that any site
inspection performed by Licensor of Licensee's installation is for the sole purpose and benefit of Licensor
and its affiliates. and Licensee shall not infer from or rely on any inspection by Licensor as assuring
Licensee's installation complies with any Applicable Laws, that the installation was performed in a good
workmanlike manner or that such installation will not cause impermissible or unlawful interference
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LICENSOR SITE NAME/NUMBER CORKSCREWP9ESTATION FIL/]2918
LICENSEE SITE NAME/NUMBER. oFS Comvpcw Firehouse/OF@2,s850
9. LABELING
Licensee shall igmnUh/ its Approved Equipment, including its equipment cabinets and coaxial cable(at the
hop and bottom of the Tower) (unless such cabinet is |noa$an in a building or cabinet owned by Licensee)
by labels with Licensee's name, contact phone number and date of installation, In the event that Licensee
fails bo comply with this provision and fails to cure such deficiency within ten (1O)days of Licensor swritten
notice of such failure, Licensor may, but Is not obligated to. in addition to any other rights it may have
henaundar, label the Approved Equipment and assess against Licensee a fee of$1,500 ("Labeling Fee")
which shall Uw payable bn Licensor upon receipt ofan invoice therefor Licensor shall not be responsible Uz
Licensee for any expenses or Damages incurred by Licensee arising from the interruption of Licensee's
uem/oa caused by Licensor if Licensor is unable toidentify the Approved Equipment as belonging to
Licensee as a result of Licensee's failure to label such Approved Equipment
10. IMPROVEMENTS BY LICENSEE
(a) Installation and Approved Vendors Prior to the commencement ofLicensee's |n/t/m|
installation, and again prior to any installation of any additional equipment, Licensee shall submit to Licensor
and Manager for review and approval, detailed plans and specifications accurately describing all es' mcto
of the proposed work relating to the construction, installation, relocation and reconfiguration ofL.censeey
Facilities on the Tower Licensee shall provide notice 8o Licensor no less than 5 days prior to the date upon
which Licensee intends to commence Work at the Tower Facility together with a construction schedule. so
Licensor has the opportunity to be present during any such Work Licensee shall not commence Work on
the Tower Facility until Licensor issues to Licensee a NTP Licensor shall issue a NTP only upon nagueoi
from Licensee and receipt of the following complete and accurate douumentotion� (1) evidence that any
contingencies set forth in the approval of Licensees Application have been satisfied, (2) evidence that
Licensee has obtained all required governmental approvals including, but not limited to, zoning apA/ova|a,
building pm,nnite, and any applicable environmental approvals including copies of the same. (3) a copy of
the plans and specifications that have been approved by Licensor for the proposed equipment installation,
(4) evidencm that any party. other than Licensor but including Licensee, that will be performing the Work
are on Licensors approved vendor het. with valid and current worker's compensation and general |hab0'ty
insurance certificates on file with Licensor naming Licensor osan additional insured and which othemv|se
satisfy the insurance coverage requirements set forth in Subsection 15(d) of this Agremnnent� and (5) a
construction schedule In no event will a NTP be issued prior to the payment by Licensee of Relocation
Application Fee when required pursuant toSubsection 1O(c) nf this Agreement. Notwithstanding anything
to the contrary in this Agreement, Licensor reserves the ngUt, in its sole discretion, to refuse to permit any
person or company *n climb the Tower.
(h) Structural Anmyymlm/Vn*wrferwnueAnm|ymie Prior to the commencement ofany Work on
the Tower Facility by or for the benefit ofLicensee, Licensor may, in its reasonable discretion, perform or
cause to be performed a structural analysis or require a professional engineer's certified letter to determine
the avmi/ab|ity of capacity at the Tower Facility for the installation or modification of any Approved
Equipment and/or additional equ[pment at the Licensed Space by Licensee. Licensee agrees to remit
payment to Licensor for all reasonable costs and expenses incurred by Licensor for such structural analysis
or professional engineer's certified letter("Structural Analysis Fee')within thirty(30)days following receipt
ofen invoice from Licensor. The foregoing charge shall UeatLioeneor'o prevailing rates for the performance
of same or the amount Licensor's vendor is then charging Licensor, as applicable. In. the event astructural
analysis is performed after the execution of this Agreement but prior to the initial installation of the Approved
Equ[prnent, and sucn analysis inu.oaoos that the existing Tower cannot accommodate the proposed
installation of Licensee's Approved Equipment thereon, Licensor shall notify Licensee that modification of
the Tower is required and inform Licensee o( the fee Licensor will charge Licensee to complete such
modification (which fee shall be a reasonable eoMrnote of Licensor'a actual cost of making such
modifioati000). Such modification shall become part oYthe Tower Facility and be Licensor's sole property
)f Licensee elects not hn pay such fee, and Licensee and Licensor do not otherwise reach on agreement
regarding the costs ofsuch mndi5cadon. Licensee may terminate this Agreement upon written notice to
Licensor. Prior to the commencement of any initial or subsequent construction or installation on the Tower
Facility by or for the benefit of Licensee and/or the modification of Licensees Permitted Frequencies
8
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16C5
LICENSOR SITE NAME f NUMBER CORKSCREW EIRESTATION FL 122910
LICENSEE SITE NAME(NUMBER DES Corkscrew Firehouse/DES 215 850
propagated from the Licensed Space. Licensor may elect to perform a shared site interference study
('SSIS") and Licensee shall pay Licensor a fee of$1.600 00 per study ("SSIS Fee"). as adjusted annually
on the anniversary of the Commencement Date by a percentage rate equal to the Annual Escalator This
fee shall be payable at the time Licensee pays the Relocation Application Fee where required pursuant to
Subsection 10(c) of this Agreement, or immediately upon receipt of notice from Licensor that Licensor has
determined that a SSIS is required. In the event a SSIS is performed after the execution of this Agreement
by Licensor but prior to the installation of Licensee's Approved Equipment, and such SSIS indicates that
the proposed installation of Licensee's Approved Equipment on the Tower is acceptable, such an indication
in no way relieves Licensee of its obligations under Section 11 herein.
(c) Equipment; Relocation, Modification, Removal. Licensor hereby grants Licensee
reasonable access to the Licensed Space for the purpose of installing and maintaining the Approved
Equipment and its appurtenances Except as otherwise provided. Licensee shall be responsible for all site
Work to be done on the Licensed Space or the Easement pursuant to this Agreement Licensee shall
provide all materials and shall pay for all labor for the construction, installation,operation, maintenance and
repair of the Approved Equipment. Licensee shall not construct, install or operate any equipment or
improvements on the Tower Facility other than those which are described on Exhibit A. alter the Permitted
Frequencies, or alter the operation of the Approved Equipment. Licensee shall submit an Application.
utilizing Licensor's then current form, to request the right to replace or modify its Approved Equipment, alter
the Permitted Frequencies or increase the Ground Space, which Application shall be accompanied by a
Relocation Application Fee. Licensor shall evaluate for approval the feasibility of Licensee's request,which
approval shall be in Licensor's sole discretion. Licensee acknowledges that any such relocation or
modification of the Approved Equipment may result in an increase in the Monthly License Fee. An
amendment to this Agreement shall be prepared to reflect each addition or modification to Licensee's
Approved Equipment to which Licensor has given its written consent and the resulting increase in the
Monthly License Fee, if any. Licensee shall have the right to remove all Approved Equipment at Licensee s
sole expense on or before the expiration or earlier termination of the License provided Licensee repairs any
damage to the Tower Facility or the Tower caused by such removal Within thirty (30)days of the expiration
or termination of this Agreement for any reason, Licensee shall: (i) remove the Approved Equipment and
any other property of Licensee at the Tower Facility at Licensee's sole risk, cost, and expense: (ii) deliver
the Licensed Space in substantially the same and in as good a condition as received (ordinary wear and
tear excepted): and (iii) repair any damage caused by the removal of the Approved Equipment within ten
(10) days of the occurrence of such damage. If Licensee fails to timely pay the Holdover Fee or does not
remove its Approved Equipment within thirty (30)days after the expiration or termination of this Agreement.
(i) the Approved Equipment shall be deemed conclusively and absolutely abandoned by Licensee and
anyone claiming by, through, or under Licensee except for Hazardous Materials and waste and Approved
Equipment containing Hazardous Materials and waste: and (ii) Licensor shall have the right to remove the
Approved Equipment at Licensee's sole expense and dispose of such Approved Equipment in any manner
Licensor so elects, and Licensee shall reimburse Licensor for its expenses upon demand without off-set
11. RF INTERFERENCE/ USER PRIORITY
(a) Definitions For purposes of this Section 11, the following capitalized terms shall have
the meanings set forth herein
(i) Interference includes any performance degradation, misinterpretation, or loss of
information to a radio communications system caused by unwanted energy emissions; radiations, or
inductions, but shall not include permissible interference as defined by the FCC. and in addition.with regard
to Unlicensed Frequencies, congestion.
(ii) Licensed Frequencies are those certain channels or frequencies of the radio
frequency spectrum that are licensed by the FCC in the geographic area where the Tower Facility is located
(iii) A Licensed User is any user of the Tower Facility, including Licensee which
transmits and/or receives Licensed Frequencies at the Tower Facility, but only with respect to such
Licensed Frequencies.
9
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� �� V� ���� �
LICENSOR SITE NAME/NUMBER CORKSCREW p/nEsTATx}wFL/229`0
LICENSEE SITE NAME INUMBER DpS Corkscrew Firehouse/PFS215850
(iv) A Priority Wmmr is any Licensed User ofthe Tower FmpUh/ that holds a priority
position in relationship to Licensee for protection from Interference. as determined in this Section 11, which
status issubject to change ao set forth herein.
(v) A Subsequent User is any user of the Tower Facility that holds a subordinate
position in relationship|o Licensee for protection from |nterfenenoe, as determined in this Section 17 Which
status ia subject*to change ao set forth herein
NO Unlicensed Frequencies are those certain channels or frequencies of the radio
frequency spectrum that are not licensed by the FCC and are available for use by the general public in the
geographic area where the Tower Facility inlocated,
(vii) An Unlicensed User is any user of the Tower Facility including Licenaee, which
transmits and/or receives Unlicensed Frequencies at the Tower Fac/|/ty, but only with respect to such
Unlicensed Frequencies.
(b) Information Licensee shall cooperate with Licensor and with other lessees, licensees or
occupants o/ thm Tower Facility for purposes of avoiding Interference mod/or investigating claims of
Interference. Upon request, Licensee. within ten (10) days ofLicensor'srequest, shall provide Licensor
with a list of Licensee's transmit and receive frequencies and Approved Equipment specifications necessary
to resolve o,mvem&gaheclaims nfInterference
(n) Unlicensed Frequencies. Notwithstanding any other provision contained hene.n, as
among Licensor, Licensee and other users of the Tower or Tower Facility, (i)an Unlicensed User shall have
no priority with respect to any other FCC Unlicensed Users with respect to Interference, and (/i) an
Unlicensed User's rights and obligations with respect to such Interference shall be determined and
governed by FCC Rules and Regulations and any other AApUomb|e Law. Licensor expressly disclaims any
and all warranties and accepts no responsibility for management, mediation mitigation orrpso|ubonof
interference among FCC Unlicensed Users operating at the Tower Facility and shall have no UabU/ty
therefor
(d) Licensed Frequencies. Subject to FCC Rules and Regulations and other Applicable Law
the Parties acknowledge and agree that the accepted industry standard for pnonh/ protection from
Interference between multiple Licensed Users has been based on the priority of occupancy of each user to
anottier user of the Tower or Tower Facility, which priority has been based on the order of submittal of its
collocation Application by each user ofthe Tower or Tower Facility, Should the application of FCC Rules
and Regulations and other Applicable Law not resolve any claims of Interference consistent with
Subsections 11(m), 11(f) and 11(g) bwlovv, as among Licenaor. Licensee and other users of the Tovvor
Facility, (i)each Licensed User's priority shall be maintained so long as the Licensed User does not change
the equipment and/or frequency that itisentitled to use at the Tower Facility at the time of its initial
occupancy, and (o) Licensee acknowledges and agrees that|fLicensee rep|mpao its Approved Equipment
o,alters the radio frequency of the Approved Equipment me frequency range other than ao described on
page 1 of this Agreement. Licensee will |oam its priority position for protection from Interference with regard
to Approved Equipment operating at the new frequency in its relationship to other Licensed Users which
are /n place as of the date Licensee replaces its Approved Equipment o, alters its radio frequency
consistent with this Section 11
(e) Correction
<.> Licensee. Licensee agrees not hz cause Interference with the operations ofany
other user of the Tower or Tower Facility and to comply with all other terms and provisions of this Section
11 imposed upon Licensee If Licensor daWermines in its reasonable discretion based on standard and
accepted engineering practices, that Licensee's Approved Equipment is causing Interference to the
ms|a||ehonsofLiuenmororaPnonh/ Uyer. LicenmeeohoU. withm48houmnfnohhcahonfromLinensor. tyhe
such actions as are necessary to mitigate or eliminate the Interference, with the exception of ceasing
Licensee's operations If Licensee cannot mitigate or eliminate such Interference within the 48 hour period
10
LICENSOR SITE NAME/NUMBER CORKSCREW r/RssTATvOwpL/zzum
LICENSEE SITE NAME/NUMBER DFS Corkscrew pfrehause/DFS215e50
Licensor may 5|e a complaint with the FCC (currently the FCC's Enforcement Buneau, Spectrum
Enforcement Division) or if such other user of the Tower Facility which is subject to Interference from
Licensee's Approved Equipment is a Priority User. then upon the request of such Priority User consistent
with Linenaor's contractual obligations owed to the Priority User, Licensor may require that Licensee turn
off or power down its interfering Approved Equipment and only power up or use such A'pproved EqJIpment
during off-peak hours specified by Licensor in order to test whether such Interference continues orhas
been satisfactorily eliminated, If Licensee is unable to resolve or eliminate, to the satisfaction of Licensor,
such Interference within thirty(30)days from Licensee's initial notification thereof, Licensee will immediately
remove or cease operations of the interfering Approved Equipment.
(U) Licensor Upon the request of Licensee, Licensor hereby covenants to take
commercially reasonable efforts to prohibit a Subsequent User from causing |nkarfenanoa with the
operations of Licensee to the extent Licensee is Priority User pursuant this Section 11 If Licensor
dehermines. in its reasonable discretion based on standard and accepted engineering practices, that
Subsequent User's equipment is causing Interference to the installations of Licensee, upon Licensees
request, Licensor shall, within 48 hnuro of request, commence such actions as are necessary to nn/bga{e
o/eliminate the Interference, with the exception cf ceasing Subsequent User's operations
(iii) Government Users, Notwithstanding the foregoing, iy another user ofthe Tower
or Tower Facility is a governmental anhh/. Licensor shall give such governmental entity written notice of the
Interference within 5 Business Days ofLioenaor'o determination that such action is reasonably necessary
Licensor Shall have the right Uogive the governmental entity 5 Business Daya, or more as specified in the
governmental site or occupancy agreement oras required by Applicable Law, from the receipt of such
nnhoe prior to Licensor bmmQ required to take any actions required by this Subsection 11(e) to cure such
Interference,
(O FCC Requirements Regarding Interference Nothing herein shall prejudice, limit or
impair Licensee's rights under Applicable Law, inoluding, but not limited to. FCC Rules and Regulations to
redress any Interference independently of the terms of this Section 11. Notwithstanding anything herein to
the contrary, the provisions set forth in this Section 11 shall be interpreted in a manner so as not to be
inconsistent with Applicable Law, inc|uding, but not limited to, FCC Rules and Regulations and nothing
herein relieves Licensee from complying with all Applicable Lmvvm governing the propagation of radio
frequencies and/or radio frequency interference. The Parties acknowledge that currently FCC Rules and
Regulations govern the obligations of wireless telecommunication service providers with respect 0othe
operation of equipment and use of frequencies. ConaoqumnUy, the provisions set forth in this Section 11
are expressly subject to CFR Title 47 including but not limited to part 16 et seq. governing Radio
Frequency Devices: Part 2O.atseq.governing commercial mobile radio services, Par124. etseq. governing
personal communications services, partgU. etomA' governing private land mobile radio services, and Part
86 etmeq. governing Citizens Broadband Radio Service, In addition, m accordance with good engineering
practice and standard industry protocm|a, licensees employ o wide range of techniques and pnychcos,
inc|uding those involving the use of proper types of equipment as well those related to the adjustment of
operating parameters, in a mutually cooperative effort hoidentify and mitigate sources ofInterference The
obligation of Part 20 licensees, including, but not limited to, private paging, specialized mobile rad/u
services. cellular radiotelephone service and personal communications services, to avoid Interference .s
set forth /n47CFR Part 0D, Subpart N—Operating Requirements, §8O4D3(m) Claims of Interference are
ultimately cognizable before the FCC's Enforcement Bu,eau, Spectrum Enforcement Division Licensee
shall observe good engineering practice and standard industry protocols applying such commercially
reasonable techniques maconstitute&mot practices among |\oemneea. in the deployment oytheir frequencies
and the operation of the Approved Equipment, |f Licensee deploys its frequencies oroperates the Approved
Equipment in a manner which prevents any other user of the Tower or Tower Facility from decoding signal
imbedded in tkeir licensed frequencies such tUmt the Spectrum Enforcement Division makes a
determination that Licensee is the cause of the |nherfmnmn#a and Licensee ha/|a or refuses to mitigate or
eliminate the Interference within the time and in the manner prescribed by the Spectrum Enforcement
Division, Licensee shall be default of this Agreement and the remedies set forth in Section 22 shall apply
�1
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,
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LICENSOR SITE NAME/NUMBER CORKSCREW p/ReST*rONpIL/2z910
LICENSEE SITE NAME./NUMBER OpS Corkscrew Firehouse/DIPS 2,5V50
(Q) Public Safety Interference Asq/the Commencement Date, Licensor and Licensee are
aware of the publication of FCC Final Rule, Private Land Mobile Sen/,oma. 800 MHz Public So5uh/
Interference Proceeding, Federal Register November %2. 2004 (Volume GQ. Number 324). Rules and
Regu|abnno. Page 67823-67853 ("Final Pkw)e`), Claims o/ interference made by or against users which
are public safety entities shall be in compliance with the Final Rule as and when effective, or otherwise in
accordance with FCC Rules and Regulations
(h) A8HDetmming The parties acknowledge that the FCC Rules and Regulations govern the
obligations of Licensee with respect to the operation of the Approved Equipment, Cnnsequ*nUy, the
provisions set forth in this Agreement are expressly subject tothe FCC Rules and Regulations, including,
but not limited to47 C,F,R §§ 27 63 23371 and 73.7692 Licensee agrees. at Licensee's sole :ost, to
comply with the foregoing as well as any and all other FCC Rules, Regulations and public guidance relating
to AM detunmQ as such provisions currently exist o, are hereafter modified. Licensee shall be fully
responsible for any pre and/or post installation testing for AM interference at the Tower Facility and for the
installation of any new detun|ny apparatus or the adjustment of any existing detun/nQ apparatus that may
be necessary to prevent adverse effects on the radiation pattern of any AM station caused by the installation
mf the Approved Equipment Licensee shall provide Licensor with written proof of such compliance. In the
event that Licensee determines that pre or post-instatlation testing for AM interference is not required at the
Tower Facility, such aUetermination mhm|| be at Licensee's sole noh If Licensee of Licensor receives a
complaint of interference from an AM broadcast station after the Approved Equipment is added to a Tower
or Tower is modified to accommodate Liuenaea. Licensee shall eliminate such interference within thirty
(30) calendar days of the receipt of such complaint. Licensee's failure to eliminate such interference within
such thirty (30) day period shall constitute a default under this Agreement and Licensor shall have the right
Co eliminate such interference at Licensee's expense. Licensee further agrees 10 indemnity Licensor mthe
event that Licensee's failure to comply with the FCC Rules and Regulations prior ioinstallation/modification
of the Approved Equipment results in any administrative inveaUQabon, proceeding or adjudication with
respect to Licensor.
12. SITE RULES AND REGULATIONS
Licensee agrees bo comply with the reasonable rules and regulations established from time to time at the
Tower Facility by Lioenmor, which may be modified by Licensor from time to time upon receipt by Licensee
of such revised rules and regulations, Such ru|ey and regulations will not unreasonably interfere with
Licensee's use of the Licensed Space under this Agreement
13. DESTRUCTION; CONDEMNATION.
(u) Destruction If the Tower or other portions of the improvements at the Tower Facility
owned by Licensor are destroyed or so damaged as to materially interfere with Licensee's use and benefits
from the Licensed Space, Licensor o, Licensee shall be entitled to elect to cancel and terminate this
Agreement on the date of such casualty and any unearned Monthly License Fee paid in advance of such
date shall be refunded by Licensor to Licensee within thirty (30> days of such termination date
elect,the fo,egoing. Licensor may e|� . in its sole discretion. to restore the damaged
improvements, in which case Licensee and Licensor shall remain bound to the terms of this Agreement but
Licensee shall be entitled to an abatement of the Monthly License Fee during the loss of use |ftheTmmer
is so damaged that reconstruction or repair cannot reasonably be undertaken without removing the
Approved Equipment. than (i) Licensor may, upon giving written notice to Licensee, remove any of the
Approved Equipment and interrupt the signal activity of Licensee. (ii) Licensee may, at Licensee's sole cost
and expense, install temporary facilities pending such reconstruction wrrepair, provided such temporary
facilities do not interfere with the construction, rebuilding or operation of the Tower. (iii) Licensor agrees to
provide Licensee alternative epene, if available, on the Tower or a, the Tower Facility during such
reconstruction/repair period and (iv) should Licensor not substantially restore o, replace the Tower in a
fashion sufficient to allow Licensee to resume operations thereon within 6 months of the date of casualty,
provided that such 6 month period shall be automatically extended for so long as Licensor has commenced
and diligently continues to restore orreplace such Tower. and Licensee's operation has been materially
12
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� ��$ �C ���� ��
LICENSOR SITE NAME/NUMBER CORKSCREW F/mESn^nOmpL/229,0
LICENSEE SITE NAME/NUMBER opS Corkscrew p.mhou*a/DIPS 2/5850
disrupted for sixty (60) or more consecutive days, then Licensee, upon thirty (30) days prior written notice
koLicenaor. may terminate this Agreement
(b) Condemnation |f the whole or any substantial part of the Tower Facility shall betaken
by any public authority under the power of eminent domain or in deed or conveyance in lieu of condemnation
so as to materially interfere with Licensee's use thereof and benefits from the Licensed Space. then this
Agreement shall terminate on the part sotaken on the date of possession by such authority nf that part,
and Licensor or Licensee shall have the right to terminate this Agreement and any unearned Monthly
License Fee paid in advance ofsuch termination shall be refunded by Licensor to Licensee within thirty
(38) days following such termination. Notwithstanding the foregoing, Licensor may elect to rebuild the
Tower orother improvements affected by such condemnation at an alternate location nrproperty owned,
leased o, managed by Licensor, in which case Licensee and Licensor shall remain bound hereby Upon
such relocation of the Tower or improvements. the Licensed Space shall be modified to include the new
Tower or improvements and the property on which the same are located and this Agreement shall be
amended accordingly to c)anh/ the rights of Licensor and Licensee with respect to the Licensed Space
Licensee agrees not to make a claim to the condemning authority for any condemnation award to the extent
such claim shall diminish oraffect the award made kz Licensor with regard to such condemnation,
(C) License Fee Abatement The Monthly License Fee with respect to the affected Tower
Facility shall be abated during any period that the Tower has not been restored following an event described
in Subsections (a} or (b) above so long as Licensee is unable to continue to operate from a temporary
location at the Tower Facility during any period ofrestoration
14, COMPLIANCE WITH LAWS
Licensor shall be responsible for compliance with any marking and lighting requirements of the FAA and
the FCC applicable tm the Tower Facility, provided that if the requirement for compliance results from the
presence of the Approved Equipment on the Tm*ar. Licensee shall pay the costa and expenses therefor
(including any lighting automated alarm system so required), Licensee has the responsibility of carrying
out the terms nf Licensee's FCC license with respect to tower light observation and notification ho the FAA
if those requirements imposed on Licensee are in excess of those required of Licensor Notwithstanding
anything to the contrary in this Agreement, Licensee shall at all times comply with all Applicable Laws an;
ordinances and all rules and regulations ofmunicipal, state and federal governmental authorities relating
ha the installation, maintenance, location, use, operation and removal of the Approved Equipment and other
alterations or improvements authorized pursuant to the provisions of this Agreement
is, INDEMNIFICATION; INSURANCE.
(a) Mutual Indemnity. Subject to the mutual waiver ufsubrogation set forth in Section 27
Licensee and Licensor each indemnifimsthe other against and holds the other harmless from any and all
costs demando. Ommagaa, suits. expenses, or causes of action (including reasonable attorneys' hsaa eno
court costs)which arise out of the use and/or occupancy of the Licensed Space by the Indemnifying Party
This indemnity does not apply to any Claims to the extent arising from the gross negligence or intentional
misconduct of the Indemnified Party,
(b) Limits on Indemnification. Neither Party shall be responsible or liable to aoy of the
foregoing Indemnified Parties for any Damages arising from any claim to the extent attributable to any acts
or omissions of other licensees or users occupying the Tower Facility or for any structural or power failures
o,destruction o,damage hu the Tower Facility except to the extent caused by the sole,joint, o,concurrent
gross negligence nr willful misconduct uf such Party
(c) Survival. The provisions of this Section 15 shall survive the expiration or earlier
termination of this Agreement with respect to any events occurring on or before expiration or termination of
same whether or not Claims relating thereto are asserted before or after such expiration or termination,
13
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LICENSOR SITE NAME/NUMBER CORKSCREW F/RESTATIO*FL;229'V
LICENSEE SITE NAME/NUMBER DpS Corkscrew F,m*uume/OpS 215e50
(d) Insurance Licensor and Licensee shall keep in full force and effect, during the Term of
th,s Agreement, insurance coverage in accordance with Apoendix 11 attached hereto
16. L|K8|TATl(]N OF PARTIES' LIABILITY
NEITHER LICENSOR NOR LICENSEE SHALL BE RESPONSIBLE FOR, AND HEREBY WAIVES ANY
INCIDENTAL OR CONSEQUENTIAL DAMAGES INCURRED RESULTING FR{}KA (i) LICENSEE'S USE
OR LICENSEE'S INABILITY TDUSE THE TOWER FACILITY, OR (i/) DAMAGE TO THE OTHERS
EQUIPMENT |f Licensor shall fail to perform or observe any ternn, condibmn, covenant orobligation
reqwred to be performed or observed by it under this Agreement or is charged with an indemnity obligation
hereunder, and if Licensee shall, as a consequence thereof, recover money judgment against Licensor
(whether compensatory or punitive /n nature), Licensee agrees that it mhm|| |omh solely to Licenoo,'o right
title and interest in and to the Tower Facility and the Tower for the collection of such judgment,and Licensee
further agrees that no other assets of Licensor shall be subject to levy, execution or other process for the
satisfaction of Licensee's judgment, and that Licensor shall not be personally liable for any deficiency
17, DISCLAIMER OFWARRANTY.
LICENSOR HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY AND
FITNESS FOR A PARTICULAR PURPOSE ASSOCIATED WITH THE TOWER FACILITY OR THE
TOWER, LICENSEE HEREBY ACCEPTS THE TOWER FACILITY 'AS IS, WHERE IS, WITH ALL
FAULTS "
18. NOTICES
All notices, demands, approvals, requests and other communications shall be in writing to such Party at the
address listed in the introductory paragraph of this Agreement(and in each case. in the evert ofnotice to
Licensor, with a copy of such notice bz American Towers LLC 118 Huntington Avenue, Boston, N1AO2'16
Attanbon, General Counsel) or at such other address as such Party shall designate by oohuq to the other
Party hereto in accordance with this Section 18 (the "Notice Addrmss') and may be personally delivered
mailed. via United States certified mail. return receipt requested. or transmitted by overnight Courier hzrnext
Business Day de{wopy, and, if not delivered permono||y, shall be deemed tobeduly given or made 2
Business Days after deposit with the applicable carrier orcourier. Notices will be deemed to have been
given upon either receipt orrejection, Notwithstanding the foregoing, (i) any notice that'sgiven by a Party
may be givenbytheattomwysforthatPartyandsho|| bedeemedeffentivehura|| pu,pooea6erein amd (/ii)
only notices, |attoro, documents, or instruments threatening Uo declare urdeclaring such addressee or
recipient m default' under this Agreement shall be required to be sent to the attorneys representing such
addressee or recipient, if the name and address of such attorney io provided for herein
19. ASS\GN&8ENT� SUBLEAS|NG
Licensee may not directly or indirectly, assign this Agreement as a vvho|e, or any portion of Licensee's
nghts title and interests hereunder without Licenuur'a prior written consent In no event may Licensee
uub|et, suU|ease, or permit any use of the Tower Facility or Licensed Space by any other party, Any
permitted assignee shall expressly assume and become bound by, all of Licensee's obligations under this
Agreement, Licensor may freely assign, transfer, nr sublease this Agreement and, in such event, Licensor
shall be relieved of all of its obligations under this Agreement from and after the date of such assignment
or transfer, Licensee shall pay Licensor fee of $5UDOD (which fee shall increase annually on each
anniversary of the Commencement Date by a percentage rate increase equal to the Annual Escalator) in
each instance in which Licensee requests Licensor ho consent Uaan assignment oy this Agreement or /n
which Licensee seeks on estoppel certificate, non-disturbance agreement, subordination agreement or
other similar agreement to defray the administrative cost incurred by Licensor to process such requests,
prepare and process any necessary documentation. and modify its database and other information systems
io reflect any such agreement, Such fee in due upon submission ofLicmnso,'u request and is hereby
deemed fully earned by Licensor upon receipt. Notwithstanding anything to the contrary, Licensor may
condition its consent to any assignment, on among other things, (/) requiring that the assignee execute a
14
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LICENSOR SITE NAME/NUMBER conmsCRsW p/ns3TxT|OwpL/»291n
LICENSEE SITE NAME/NUMBER DIPS Corkscrew Frexouon/DFG215850
new form of license agreement so long as the MontNy License Fee and initial ano Renewal Terms of such.
agreement are consistent with those set forth in this Agreement, and (//) requiring the assignee to
demonstrate that it maintains at the time of such assignment, as evidenced by current financial statements
provided to Licensor, mfinancia|position reasonably demonstrating the ability oysuch assignee tn meet and
perform the obligations of Licensee hereunder through the unexpired balance of the then current initial
Term or Renewal Term, Any purported assignment by Licensee in violation of the terms of this Agreement
shall bevoid This Agreement shall be binding upon the successors and permitted assigns of both Parties
20. SUBORDINATION TO GROUND LEASE
The Parties acknowledge and agree that in the eventLiuenuor's rights .n txm Licensed Space and/or any
part ofthe Tower Facility is derived in whole or pan pursuant to an underlying lease, sublease. permit,
easement orotner right of use agreement (a "Ground Lease"), all terms conditions and covenants
contained in this Agreement shall be specifically subject tn and subordinate to the terms and conditions o/
the applicable Ground Lease. In the event that any of the provisions of the Ground Lease are in conflict
with any of the provisions of this Agreement (other than those provisions relating to the length of (ern`,
termination rights or financial oonmidermUon).the terms of the Ground Lease shall control Further, Licensee
agrees to comply with the terms of such Ground Lease as applicable to the access and occupancy of the
Licensed Space, Notwithstanding anything contained in this Agreement to the contrary,if the Ground Lease
expires or is terminated for any reason. this Agreement shall terminate on the effective data of such
termination and Licensor shall have no liability tn Licensee asa result of the termination of this Agreement
Licensor is under noobligation to extend the term of or renew the Ground Lease. Licensor shall give
Licensee written notice of such termination or expiration of this Agreement as a result of the termination nr
expiration of the Ground Lease as soon as practicable Unless prohibited by the terms of such Ground
Lease, upon Licensee's written request, Licensor shall provide a copy of any applicable Ground Lease with
!he economic terms and other terms that Licensor deems reasonably confidential redacted.
21 DEFAULT.
The occurrence of any of the hnUovvmg instances shall be considered to be m default or a breach of this
Agreement byLicensee (i) any failure of Licensee to pay the Monthly License Fee, or any other charge for
which Licensee has the responsibility of payment under this Agreement, within thirty (30) Business Days of
the date following written notice to Licensee from L/censor, or its designee: of such de|mquenuy, it being
understood. however. that Licensor is obligated to provide such nohuoon'y two times in each calendar
year, and the third instance of the failure to pay the Monthly License Fee or any other charge shall be an
immediate default without notice to Licensee if not paid within thirty (30) Business Days of the date when
due, (ii) except for a PCN Default for which the cure period is ant forth in clause (iv) below. any failure of
Licensee to perform or observe any term, oovenant, provision or condition of this Agreement which failure
is not corrected or cured by Licensee within thirty (30) days of receipt by Licensee of written notice from
Lioensor, or its des|gneo, of the existence of such a default-, except such thirty (30) day cure period shall
be extended an reasonably necessary to permit Licensee to complete a cure so long as Licensee
commences the cure within such thirty (30) day cure period and thereafter continuously and diligently
pursues and completes such cure, (iii) failure ofLicensee to abide by the Interference provisions osset
forth |n Section 11� (iv)aPCNDefault occurs that Licensee fails to cure within thirty (3U) days ofL^uenoo/s
written notice to L/censee, or its designee of the existence of such default, (v) Licensee shall become
bankrupt, insolvent or file a voluntary petition in bankruptcy, have an involuntary petition in bankruptcy filed
against Licensee which cannot be or is not dismissed by Licensee within sixty (60) days of the date of the
fi/|ngofthe involuntary petition.file for reorganization or arrange for the appointment pfe receiver urtrustee
in bankruptcy or reorganization of all or substantial portion of Licensee's assets. or Licensee makes an
assignment for such purposes for the benefit ofcreditors, (vi) this Agreement or Licensee's interest herein
or Licensee's interest in the Tower Facility are executed upon or attached, (vii) Licensee commits orfails
ho perform an act which results in a default under or nonconformance with the Ground Lease by Licensor
and the same shall not be cured within thirty (30) days(or such shorter time as permitted under the Ground
Lease to cure)of the date following written notice to Licensee from Licensor, mr its designee, of such dofau��
or (v|ii) the imposition of any lien on the Approved Equipment except as may be expressly authorized by
this Agreement, or an attempt by Licensee oranyone claiming through Licensee to encumber Licensora
1�
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LICENSOR SITE NAME/NUMBER CORKSCREW FImESrAT/qNpIL,zu9m
LICENSEE SITE NAME/NUMBER DFS Corkscrew F^rexvuoe/DFG21985O
|ntmnaet in the Tovve, FncU/b/, and the same shall not be dismissed o, otherwise removed within thirty (30)
days ofwritten notice from Licensor hoLicensee.
23. REMEDIES
in the event of a default or a breach of this Agreement by Licensee and after Licensees failure to cure trie
same within the time allowed Licensee to cure such default, if applicable. then Licensor may, in addition to
all other rights o, remedies Licensor may have hereunder at law or}nequity (.) terminate this Agreement
by giving written notice to Licensee, stating the date upon which such termination shall be effective.
accelerating and declaring to be immediately due and payable the then present value of all Monthly License
Fees and other charges or fees which would have otherwise been due Licensor absent breach of this
Agreement by Licensee. discounted by an annual percentage rate equal to five percent(5%), (ii) terminate
electrical power to the Approved Equipment. and/or (iii) mamowa the Approved Equipment without being
deemed liable for trespass orconversion and store the same mt Licensee's sole cost and expense for a
period of thirty (3O) days after which the Approved Equipment, other than Hazardous Materials. will be
deemed conclusively abandoned if not claimed byLicensee Licensee shall pay all reasonable attorney's
fees, court costs, removal and storage fees (including any damage caused thereby), and other items of
cost reasonably incurred by Licensor in recovering the Monthly License Fee or n\hm, hom or charge
Licenses shall not be permitted to claim the Approved Equipment until Licensor has been reimbursed for
removal and storage fees. Past due amounts under this Agreement will bear interest from the date upon
which the past due amount was due until the date paid ata rate equal to eighteen percent(10%)per annum.
or at a lower rate /f required by law in the state in which this Agreement is to be performed, In addition,
Licensee shall beassessed a late payment fee equal to twenty-five percent (25%) of thmthen'current
Monthly License Fee for any payment wr reimbursement due to Licensor under this Agreement which is
overdue by ten (11 0)days or more and such fee shall be assessed for each thirty (30) day pericia thereafter
that any such amount(o,portion thereof) remains unpaid,
23. GOVERNMENTAL APPROVALS: PERMITS
In the event that any governmental permit' approval or authorization required for Licensors use of.
operation of, or right to license space to Licensee at the Tower Facility is ie,m/ne*eU or withdrawn by any
governmental authority or third party as part of any governmental. regulatory, or legal proceeding, Licensor
may terminate this Agreement. Licensee hereby agrees that in the event ofa governmental or legal order
requiring the removal of the Approved Equipment from the Tower the modification of the Tmwer, o, the
removal of the Tower, Licensee shall remove the Approved Equipment promptly but inno event later than
,he data required by such order. at Licensee's sole cost and expense, Licensor shall cooperate with
Licensee in Licensee's efforts to obtain any permits or other approvals that rray be necessary for Licensee's
installation and operation of the Approved Equ/pment, provided that Licensor shall not be required to
expend any funds or undertake any liability or obligation in connection with such cooperation Licensor may
w|m:t to obtain such required approvals or permits on Licensee's behalf, at L/m*noewa sole cont and
expense In no event may Licensee encourage, suggest, participate in or permit the imposition of any
restrictions or additional obligations whatsoever on the Tower Facility or Licensor's current or future use or
ability to license space at the Tower Facility as part of or in exchange for obtaining any such approval of
permit. |n the event that Licensee's shelter or cabinets are installed above a third-party or Licensor-owned
shelter or building. Licensee shall bm solely responsible for obtaining any required approvals, or permits in
connection with such shelter o, cabinet msta|!abon, excepting the consent of other users at the Tower
Facility and/or the ground landlord which shall remain the sole responsibility of Licensor where required
24. REPLACEMENT OFTOWER/RELOCATION OF APPROVED EQUIPMENT
<a> Replacement oYTower. Licensor may, at its election, replace or rebuild the Tower o, a
portion thereof Such replacement will (i) be at Liuensor's sole cost and (ii) not result In an interruption of
Liceni communications services beyond that which /s necessary to replace the existing Tower If
Licensee, in Licensee's reasonable gmnnadon. cannot operate the Approved Equipment from 1he existing
Tower during such naphsoennent or rebuild of the Towe'. Licensee may establish, at Licensee's sole cost, a
temporary facility on the Tower Facility to provide such services as Licensee deems necessary during any such
16
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LICENSOR SITE NAME/NuM8ER CORKSCREW FIRE9T*TOmpL/22�9,0
LICENSEE SITE NAME/NUMBER DpS Corkscrew r|wh*"v*/opSo1uoao
construction by Licensor ao long as adequate space s then available The location o[such temporary facilities
shall bmsubject to Licensor's approval, The Monthly License Fee due hereunder shall be abated for any period
during which Licensee is prevented from broadcasting from the existing Tower due to such replacement or
relocation. At the request of either Party, Licensor and Licensee shall enter into an amendment to this
Agreement to clarify the rights of Licensor and Licensee to the new Tower Facility
(b) Relocation of Approved Equipment, |o the event another Paying Carrier(as hereinafter
defined) desires to occupy the space on the Tower (which includes any necessary vertical separation as
determined by Licensor)where Licensee s Approved Equipment is then located (the"Trigger Condition")
Licensor reserves the right to require Licensee to decide vvhethm, to (i) terminate this Agreement, {ii>
relocate Licensee's Approved Equipment located at the Tower Facility, at Licensee's sole cost ano
expense, to another antenna mount height on the Tower, o,(i,i) increase the Monthly License Fee to that
which would initially be paid by the Paying Carrier(4'Paying Carrier Rate'), all in accordance with the terms
and provisions provided in this Subsection J4(b), Upon the Trigger Condition occurring, Licensor may notify
Licensee in writing ('Relocation Notice") that the Trigger Condition has occurred and if other spaces or
antenna mount heights are available to accommodate Licensee's Approved Equipment on the Tower
(without the requirement of any improvements to the Tower by Licensor), indicate which other spaces or
antenna mount heights are sn available and, also, indicate the Paying Corner Rate, VVkhm han (iU)
Business Days nf Licensee's receipt of the Relocation Notice, Licensee will bo required to inform Licensor
in *rihng ofitaelection either to (&) increase the Monthly License Fee to the Paying Carrier Robs (which
would thereafter be subject to escalation of the Monthly License Fee generally as otherwise provided in this
Agreement) and continue to occupy the same space or antenna mount height on the Tower, (B) provided
other spaces or antenna mount height are available on the Tower,relocate Licensee's Approved Equipment
to one of the other such spaces or antenna mount height as specified in the Relocation Notice, or (C)
remove Licensee's Approved Equipment from Tower and terminate this Agreement, If Licensee elects
option (A), then such election shall he effective and the Monthly License Fee shall increase effective upon
the eleventh Business Day after Licensees receipt of the Relocation Notice without further act or deed If
Licensee elects option (B). if such option is ovai(ab|e, and notifies Licensor that it elects to relocate its
Approved Equipment to g particular antenna mount height or space specified /n the Relocation Notice,
Licensee shall have forty-five (45) days of Licensee's receipt of the Relocation Notice to relocate its
Approved Equipment on the Tower to such elected space or antenna mount height at Licensee's sole cost
and expense, such relocation to be subject to all of the terms and conditions of this Agreement otherwise
imposed If Licensee elects or is deemed to elect option (C), Licensee will remove its Approved Equipment
from the Tower Facility within forty-five (45) days oYLicensee's receipt ofthe Relocation Not/oe, such
removal to be subject to all terms and conditions of this Agreement otherwise imposed |f Licensor falls to
receive notice from Licensee within such ten(10) Business Day period as to whether Licensee elects option
(A). (B) or (C) then Licensee shall be deemed conclusively to have elected option (C) |f Licensee elects
option (B) or elects or is deemed to elect option (C). /f Licensee fails to relocate or remove the Approved
Eguipmentw/ithin such bnnaperiod oo required above, T|K8EBE|N(�(�F THE ESSENCE, then the Approved
p
Equimentshall Ue deemed conclusively and absolutely abandoned bY Licensee and anyone claiming by,
through or under Licensee except for Hazardous Materials and waste and equipment containing
Hazardous Materials and waste, which shall beremoved by Licensee from. the Tower Facility /mmmdimte|y�
and Licensor shall nave the right to remove the Approved Equipment at Licensee's sole expense and
dispose of such Approved Equipment /n any manner Licensor so elects, and Licensee sAo|| reimburse
Licensor for its expenses upon demand without offmset, For purposes of this Subsection, a"Paying Carrier"
is a paying carrier or pnUonda| |/oonsma of Licensor which, through a written Application or offer, offers to
monetarily compensate Licensor for the right to use the space on the Tower included in the Licensed Space.
(c) Tower Removal: If during the term of this Agreement Licensor determines baaed on
engineering structural standards generally applied to communications towers that the Tower io or has
oecornwst,uotuny||yunsoundsuchthatpurmuantUrgenw,a||yaccmptedindumtrysahetystendardnthwTovver
oroponion thereof must ba removed,then, upon ninety(DO)daym'pnor written notice toLicensee, Licensor
may, in its sole discretion either(i)remove the Tower and terminate this Agreement effective as of the date
of such removo|, or modify the Tower and relocate Licensee's Approved Equipment to an aKm,nonvo
location on the modified Tower |f Licensee and Licensor are not able Un agree onan alternative location
17
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LICENSOR SITE NAME/NUMBER.CORKSCREW F|neSraTIOwFL'2Jyw
LICENSEE SITE NAME/wuMBER� DIPS Corkscrew Fire*oLsn/QFS315V5V
on the modified Tower for the installation of Licensee's Approved Equipment within the foregoing ninety
(9D) day notice period then Licensee o/ Licensor may elect boterminate this Agreement,
25. EMISSIONS
If antenna power output ('RF Emissions") is presently or hereafter becomes subject to any restrictions
imposed by the FCC or other governmental agency for RF Emissions standards on Maximum Permissible
Exposure (^MHPE~) limits, nr|f the Tower Facility otherwise becomes subject to federal, state or local rules
negu!adons, restrictions o, ordinances, Licensee shall comply with L|canaor's reasonable requests for
modifications to the Approved Equipment which are reasonably necessary for Licensor to comply with such
limits, ,u|ao, regulations, restrictions or ordinances and Licensor shall use commercially reasonable efforts
to cause all other licensees of the Tower Facility to promptly oomply. If Licensor requires an engineering
evaluation or other power density study be performed to evaluate RF Emissions comp|iance with K8PE
[)mito dnmn all reasonable costs of such an evaluation or study shall be paid proportionately by Licensee
and all other licensees of the Tower within thirty (3O) days ofLicenmor's request therefor |f said study ora
study sponsored by any governmental, agency indicates that RF Emissions mtthe Tower Facility donot
comply with MPE limits,then Licensee and Licensor,each for itself, shall immediately take any and all steps
necessary 0o ensure that |timindividually in compliance with such limits, up to and including cessation o/
operation, until amaintenance program nr other mitigating measures can Ue implemented Uncomply with
MPE and in addition, Licensor shall use commercially reasonable efforls to cause all other licensees of the
Tower totake similar steps necessary h3 ensure that they are individually m compliance with such limits
26. ENVIRONMENTAL
Licensee covenants that it will not use, store, dispose, or release any Hazardous Substances on the Tower
Facility |n violation of Applicable Law, Licensee agrees to indemnify and save harmless Licensor against
any and all Qairnn. liabilities. causes ofaction. Damages, orderm. judgments, and u|eon'up costs arising
from Licensee's breach of any of the covenants contained in this Section 26 The obligations of Licensee
to indemnify Licensor pursuant to this Section 26 shall survive the termination or expiration of this
Agreement.
27. SUBROGATION
(a) Waivmr. Licensor and Licensee waive all rights against each other and any of their
respective consultants and contractors,agents and employees, for Damages caused by perils to the extent
covered by V`e proceeds of the insurance provided hernin, except such rights as they may have to the
insurance proceeds All insurance policies required under this Agreement shall contain a waiver of
subrogation provision under the terms of which the insurance carrier of a Parly waives all of such carrier's
rights to proceed against the other Party. Licensee's insurance policies shall provide such waivers of
subrogation by endorsement, Licensee shall require by appropriate agreements, vvnuen where legally
reauired for validity. similar waivers from its contractors and subcontractors A waiver oYombrogadonshall
be effective as to a person or entity even 'though that person o, entity would otherwise have a duty o/
indennnifiuut)on, contractual or otherwise, did not pay the insurance premium directly o, indirectly, and
whether or not the person or entity had an insurable interest in the property damaged,
(b) Mutual Release. Notwithstanding anything in this Agreement to the cnntrary. Licensor
and Licensee each release the other and its respective affiliates, employees and representatives from any
Claims by them or any one claiming through or under them by way of subrogation or otherwise for Damage
to any person or to the Tower Facility and to the fixtures, personal property improvements and alterations
in or on the Tower Facility that are caused by or result from risks insured against under any insurance policy
carried by each and required by this Agn*ement, provided that such releases shall be effective only if and
Vn the extent that the same donot diminish or adversely affect the coverage under such insurance policies
and only to the extent of the proceeds received from such policy,
2& GOVERNING LAW, VENUE AND SEVERABIL|TY
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LICENSEE SITE NAME/NUMBER DF8 Corkscrew F,eMnuve/0FS2158SO
This Agreement shall oa governed by Florida law and the Parties agree the applicable venue Shall bethe
state or federal courts located in the state of Florida. If any provision of this Agreement /s hzund invalid or
unenforceable under judicial decree or decision, the remaining provisions of this Agreement oho|| remm`n
m full force and effect. Any approval, consent, decision, or election to be made or given by a Party may be
made or given in such Party's uo|a judgment and discretion. umess a different standard (such as
reasonableness or good faith) in provided for explicitly
28. MISCELLANEOUS.
Upon Licansor's written request. Licensee shall promptly furnish Licensor with complete and accurate
information in response to any reasonable request by Licensor for information about any of the Approved
Equipment or utilities utilized by Licensee at the Tower Facility or any of the channels and frequencies
utilized by Licensee thereon. |n the event that this Agreement is executed by Licensor, its Affiliates orany
trade name utilized by Licensor or its Affiliates and such signatory does not hold the real Tower Facility or
leasehold interest in the affected Tower Facility, the execution of this Agreement shall bmdeemed to have
been properly executed by Licensor or Licensor's Affiliate which properly holds such interest in the affected
Tower Facility Upon the termination or expiration of this Agreement, Licensee shall immediately upon the
request of Licensor deliver a release of any instruments of ,ocunj evidencing such Agreement
Notwithstanding the expiration or earlier termination ofthis Agreement. Sactions15. 16. 17. and 2Gshall
survive the expiration o,earlier termination of this Agreement. No waiver of any of the provisions ofthis
Agreement shall constitute a waiver uyany other provision herein (whether or not simi|a,), nor shall such
waiver constitute a continuing waiver unless expressly agreed to in writing by the affected PaUy. This
Agreement constitutes the entire agreement of the Parties hereto concerning the subject matter herein and
shall supersede all prior offers, negotiations and agnaements, whether written or oral. No revision of this
Agreement shall be valid unless made in writing and signed by authorized representatives of both Parties
This Agreement may be executed in any number of counterparts, each of which shall be an original, but all
of which together shall constitute but one instrument. The Parties agree that a scanneo or electronically
reproduced copy or image ofthis Agreement shall be deemed an original and may be introduced or
ambnn/ttad in any action or proceeding as a competent evidence of the execution, terms and existence of
this Agreement notwithstanding the failure or inability to produce or tender an original, executed counterpart
of this Agreement and without the requirement that the unavailability of such original, executed counterpart
of this first be proven
30. CONFIDENTIALITY
Neither Party shall use the other's name, service mark or trademark in any public announcement o,
advertisement without the prior written consent of the other Party, which may be withheld in such Porty's
sole and absolute discretion,consistent with the Lessee's obligations under the Florida Public Records Act
.
The submission mf this Agreement for examination and negotiation does not constitute an offer tw
license,ora reservation of, ur option for, any portion mf the Tower Facility, and Licensee shall have
no right to use oroccupy any portion of the Tower Facility o, any appurtenant easement area
hereunder until the execution and delivery aY this Agreement by both Licensor and Licensee.
ATTACHED EXHIBITS
Exhibit A: List of Approved Equipment and location of the Licensed Space
ExhioitB. Site Drawings indicating the location of Ground Space for Licensee's equipment shelter of
space inL/cenoor's building (as applicable)
Exhibit C As-Built Drawings of Construction Drawings to be attached within forty-five(45) days after
the Commencement Date in accordance with Section 3
Appendix } Definitions
19
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1 6 C 5
LICENSOR SITE NAME I NUMBER.CORKSCREW FIRESTATION FL/229/0
LICENSEE SITE NAME I NUMBER, DFS Corkscrew F,rehouse I DFS 215 850
Appendix II Insurance
20
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16 C
LICENSOR SITE NAME NUMBER CORKSCREW FIRESTArioN FL 22910
LICENSEE Sl'E NAME NUMBER DFS Corksurew Firehouse I DES 215 850
Exhibit A
List of Approved Equipment and location of the Licensed Space
21
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LICENSOR SITE NAME,'NUMBER CORKSCREW FIRESTATION FL 122910
LICENSEE SITE NAME NUMBER DFS Corkscrew Firehouse OFS 215 850
Exhibit B
Site Drawing indicating the location of Ground Space for Licensee's equipment shelter
or space in Licensor's building (as applicable)
Licensee shall not commence installation until Licensor has approved in wrting said drawing and
attached it hereto
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LICENSOR SITE NAME +NUMBER CORKSCREW FIRESTATION FL/22910
LICENSEE SITE NAME/NUMBER.DFS Corkscrew Firehouse I DFS 215 850
Exhibit C
As Built Drawings or Construction Drawings
To be attached hereto within forty-five (45) days after the Commencement Date
23
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LICENSOR SITE NAME/NUMBER CORKSCREW FIRESTATION FIL/229m
LICENSEE SITE NAME/NUMBER DIPS Corkscrew FIenouSe/gpSa,5$so
Appendix
Defined Terms
AYfi|\aNw(m): Any Corporation, partnership. limited liability company or other anbh/ that (i) is controlled
directly or indirectly (through one ormore subsidiaries) by Licensee, (ii) is the successor o,surviving entity
by a merger or consolidation of Licensee pursuant to Applicable Law, or(iii) purchases all or substantially
all ofthe assets of Licensee, For purposes of this definition, 'cmmkno|^ means the possession of the right
through the ownership of fifty percent(5D96) or more of the shares with voting rights bo effectively direct the
business decisions of the subject entity
Agreement deMnedin the introductory paragraph
AnnualEoca|ator defined in Section IV.
Applicable Law, All applicable statutes, orUinmnces. laws. regulations and directives ofany hedera}, state
o/ local guvernnnantal unit, authority or agency having jurisdiction over Licensed Space or affecting the
rights and obligations of Licensor or Licensee under this Agreement. including without limitation, the
Communications Act of 1934, as amended from time to time, FCC Rules and Regu/ebons^ and the rules,
regulations and written policies and decisions of the FAA.
Application, defined in Section IV.
Application Fee defined m Section |V
Approved Equipment the communications system. including antennas, radio equipment. cabling and
conUu.,a, shelter and/or cabinets and other personal property owned or operated by Licensee at the
Licensed Space. as defined in Exhibit AnrBto ths Agreement
BILyN: defined m Subsection 5(d)
Business Day, a day other than a Saturday, Sunday or legal holiday for commercial banks under the laws
of the United States or the state /n which the Tower Facility ialocated.
Claims demando, c|oimo, au/bs, actions. proceedings orinvestigations brought against m Party by an
unrelated or unaffiliated person orentity
CummoncernentDote� defined in Section |V
Common Expenses defined in Section 7
Connection Fee lefineUin Section IV.
Construction Drawings defined in Section 3
Damages UoUtu, kaUilines. obligations, |oamms, damages, excluding consequential or punitive damages,
costs and expenses, interest (inn|uding without limitation, p��udgment interest), penalties. reasonable
|ega| haem, court costs, disbursements and costs oyinveshganona. deficiencies, |evies, duties and imposts,
Easement: defined in Section 2.
Effective Date: defined in the introductory paragraph,
FAA the United States Federal Aviation Administration or any successor federal agency establisned for
the same or similar purpose
24
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LICENSOR SITE NAME/NUMBER.CORKSCREW FIRESTATION FL t 22910
LICENSEE SITE NAME r NUMBER:DFS Corkscrew Firehouse I DFS 215 850
FCC the United States Federal Communications Commission or any successor federal agency
established for the same or similar purpose.
FCC Rules and Regulations. All of the rules, regulations. public guidance. written policies and decisions
governing telecommunications generally and wireless telecommunications specifically as promulgated and
administered by the FCC, which on the Effective Date includes. but is not limited to. those administered by
the Wireless Telecommunications Bureau of the FCC and more specifically referenced as the Code of
Federal Regulations, title 47, parts 0 through 101, as amended
Final Rule defined in Subsection 11(g)
Ground Lease. defined in Section 20.
Ground Space: The portion of the Tower Facility licensed for use by Licensee to locate a portion of the
Approved Equipment thereon, in the square footage amount depicted on Exhibit B of this Agreement. In.
no event shall the Ground Space include the air space or rights above the Approved Equipment located in
the Ground Space.
Hazardous Substances' Any hazardous material or substance which is or becomes defined as a
hazardous substance, pollutant or contaminant subject to reporting, investigation or remediation pursuant
to Applicable Law:any substance which is or becomes regulated by any federal. state or local governmental
authority: and any oil, petroleum products and their by-products.
Holdover Fee defined in Subsection 6(c)
Indemnified Party any person or entity entitled to indemnification under Section 15 hereof
Indemnifying Party. any person or entity obligated to provide indemnification under Section 15 hereof
Initial Term: defined in Section IV and referenced in Subsection 6(c).
Interference defined in Subsection 11(a)(i)
Labeling Fee defined in Section 9
Licensed Frequencies: defined in Subsection 11(a)(ii).
Licensed Space Location of the Approved Equipment on the Tower and at the Ground Space as more
specifically described in Exhibits A and B attached hereto.
Licensed User: defined in Subsection 11(a)(iii).
Licensee defined in the introductory paragraph.
Licensor defined in the introductory paragraph.
Monthly License Fee defined in Section IV and referenced in Subsection 5(a)
MPE: defined in Section 25.
Notice Address defined in Section 18
NTP (Notice to Proceed). Written notice from Licensor to Licensee acknowledging that all required
documentation for the construction and installation of the Approved Equipment has been received and
25
16 C 5
LICENSOR SITE NAME r NUMBER CORKSCREW FIRESTATION FL/22910
LICENSEE SITE NAME/NUMBER DFS Corkscrew Firehouse'DFS 215 850
approved by Licensor and Licensee is authorized to commence its installation of the Approved Equipment
at the Licensed Space, as more particularly set forth in Subsection 10(a) of this Agreement
Paying Carrier defined in Subsection 24(b)
Paying Carrier Rate defined in Subsection 24(b).
Pa rty(ies). Licensor or Licensee
PCN Default: defined in Subsection WA.
PCN Retention Fee. defined in Subsection VI A
PCNs. defined in Subsection VIA
Permitted Frequencies: defined in Section III
Priority User defined in Subsection 11(a)(iv)
Relocation Application Fee defined in Section IV.
Relocation Notice defined in Subsection 24(b)
Remittance Address: defined in Section II,
Renewal Term(s) defined in Section IV and referenced in Subsection 6(b)
RF Emissions defined in Section 25
Site Inspection Fee: defined in Section IV
SSIS defined in Subsection 10(b)
SSIS Fee defined in Subsection 10(b),
Structural Analysis Fee: defined in Subsection 10(b)
Subsequent User defined in Subsection 11(a)(v).
Term Initial Term and each Renewal Term which is effected pursuant to Section 6 of this Agreement.
Tower A communications or broadcast tower owned and operated by Licensor and located at the Tower
Facility
Tower Facility, Certain real property owned leased, subleased licensed or managed by Licensor shown
on page 1 of this Agreement,on which a Tower owned. +eased, licensed or managed by Licensor is located
Trigger Condition defined in Section 24(b)
Unlicensed Frequencies defined in Subsection 11(a)(vi).
Unlicensed User defined in Subsection 11(a)(vii)
Utility Change Event defined in Subsection 5(b)
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LICENSOR SITE NAME/NUMBER CORKSCREW FxRESTAnOmpL/2291V
LICENSEE SITE NAME'NUMBER DRG Corkscrew Firehouse/DFS21s850
Utility Fee: defined in Section IV.
USF8 defined m Section 6(d),
Work: all mm,k na|mhn0 to the consVoctiun, installation, relocation and reconfiguration of Licensee's
Fmci|ihem on the Tower, including without |imitahon, construction management, construction of an
equipment pad, motaUeUonor modification of lines, antennas shelters and equipment cabinets.
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LICENSOR SITE NAME/NUMBER CORKSCREW p/RESrAr|ONpL/2Z80
LICENSEE SITE NAME/NUMBER. DFS CO*SCFewr.tet,,ous*/OFSY,5850
Appendix ||
Insurance
A Licensor shall maintain in full force during the Term uf this Agreement the following insurance
�
� Worker's Compensation Insurance with statutory limits in accordance with all mpp|icab|e state,
federal and maritime laws, and Employers' Liability Insurance with minimum limits of S500.000D0 per
acciUenVoocunenoe. or in accordance with all applicable state. #adany| and maritime laws
2, Commercial General Liability Insurance (Bodily Injury and Tower Facility Damage), the limits of
liability of which shall not bm less than S1O0O.DUO.D8 per occurrence
3 An umbrella po>xzy cd not less than Five yNNinn DoUars($5DOD`0OOOO),
The above insurance shall provide that Licensee will receive not |eoa than thirty (30) days written notice
pnor to any cancellation of, or material change in coverage The insurance specified in this Item A shall
contain a waiver of subrogation against Licensee and shall name Licensee as on additional msurad, and
shall be primary over any insurance coverage in favor of Licensee but only with respect to and to the extent
of Me maunsd liabilities assumed by Licensor under this Agreement and ona|| contain a standard cross-
liability endorsement.
B Licensee shall maintain in full force during the Tenn of this Agreement and shall cause all
contractors or subcontractors performing Work on any Licensed Space prior to the commencement of any
such Work on behalf of Licensee to maintain the following insurance
1 Worker's Compensation Insurance with statutory limits in accordance with all applicable stete,
federal and maritime laws, and Employers' Liability Insurance with minimum limits of $5OOUO000 per
accident/occurrence. or in accordance with all applicable state federal and maritime laws
2 Commercial General Liability Insurance (Bodily Injury and Tower Facility Damage). the limits of
liability cf which shall not be less than $1.Q00.0O0OO per occurrence
3 An umbrella policy ofnot less than Five Million OoUarm($5,O000DODU)
The above insurance shall provide thot Licensor will nsoewe not less than thirty (30) days written notice
prior hoany cancellation of, or material change in coverage The insurance specified in this |$*m B shall
contain a waiver of subrogation against Licensor and shall name Licensor as additional insured, and shall
be primary over any insurance coverage /n favor of Licensor but only with respect to and to the extent of
thw|nsuneU ||ab|UUmmassumeUUyLicmnseeunUerth/sAgroemantandwka||containmstanUarocrmom-|iabi||ty
endorsement.
C Notwithstanding the foregoing insurance requirements, (a) the insolvency, bankruptcy, or failure of
any insurance company carrying insurance for either party, or failure of any such insurance company to
pay Claims accnuing, shall not be held to waive any of the provisions of this Agreement or relieve either
Party from any obligations under this Agreement, and (b) Licenso,resen/es the right, from. time to time, to
increase the required liability limits described above .n |tenne A and/or B in accordance with then-current
customary insurance requirements m the tower industry nationally
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