Backup Documents 11/12/2024 Item #16B 8 168 8
ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP
TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO
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 he forwarded to the County Attorney Office
at the time the item is placed on the agenda. All completed routing slips and original documents must he received in the County Attorney Office no ater
than Monday preceding the Board meeting. �Y�1•{
**NEW** ROUTING SLIP dVeairekiIComplete routing lines a1 through a2 as appropriate for additional signatures,dates,and/or information needed. If the document is already cth the
exception ofthe Chairman's signature,draw a line through routing lines a I through a2.complete the checklist.and forward to the County Attce.
Route to Addressee(s) (List in routing order) Office Initials Date
1. County Attorney Office County Attorney
Attn. Sally A. Ashkar ,916(,•lJj LZ/Z/ ''
2. BCC Office Board of County CommissionersCit Nfri 1z/3/LY
3. Minutes and Records* Clerk of Court's Office r
*NOTE TO MINUTES AND RECORDS:
Please return an electronic copy of the document(s) to.Jennifer.Belpedio�a?colliereountyfl.eov 18
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 Jennifer Belpedio/ Real Property— Phone Number 239-252-8780
Contact/ Department Facilities Management
Agenda Date item was 11/12/2024 Agenda Item Number 1C,B.8
Approved by the BCC
Type of Document Second Amendment to Ground Lease Number of Original 2
Attached Agreement and Memorandum Documents Attached
PO number or account 0001000000-122310-649030 Record
number if document is Memorandum Only
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?STAMP OK N/A
2. Does the document need to be sent to another agency for additional signatures? If yes, N/A
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 JAB.
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 Attorney's N/A
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 the .JAB.
document or the final negotiated contract date whichever is applicable.
6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's JAB.
signature and initials are required.
7. in most cases(some contracts are an exception),the original document and this routing slip N/A
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 above date,and all changes made during /4B. Krt;
the meeting have been incorporated in the attached document. The Countyr
Attorney's Office has reviewed the changes,if applicable.
9. initials of attorney verifying that the attached document is the version approved by the • 1 d
BCC,all changes directed by the BCC:have been made,and the document is ready for the yfOlis+ A•1111
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 11/30112
16B 8
INSTR 6620978 OR 6420 PG 3986
This Instrument Prepared By: RECORDED 12110/2024 10:54 AM PAGES 10
pCLERKCOLLIER OF THE CIRCUITFLORIDA COURT AND COMPTROLLER
,John R."B.J."Ibach,Esq. COUNTY
Burr&Forman LLP REC$86 50
Bank of America Tower
50 North Laura Street,Suite 3000
Jacksonville,Florida 32202
Return to:
Crown Castle
8020 Katy Freeway,Suite 900
Houston,Texas 77024
Attention: CCRE Department
STATE OF FLORIDA )
COUNTY OF COLLIER ) Cross Reference to:
O.R.Book 5294,Page 1564
Collier County,Florida Records
MEMORANDUM OF SECOND AMENDMENT TO GROUND LEASE AGREEMENT
FOR COMMUNICATIONS TOWER
THIS MEMORANDUM OF SECOND AMENDMENT TO GROUND LEASE
AGREEMENT FOR COMMUNICATIONS TOWER("Memorandum")is made and entered
into effective as of the last date of execution shown below,by and between COLLIER COUNTY,
FLORIDA, a political subdivision of the State of Florida (having a mailing address of 3299
Tamiami Trail East, Suite 303, Naples, FL 34112, Attn: Jennifer Belpedio, Real Property
Management) ("LESSOR"), and CCATT LLC, a Delaware limited liability company (having a
mailing address of 2000 Corporate Drive, Canonsburg, PA 15317, Attn: Legal Dept.)
("LESSEE").
WITNESSETH:
WHEREAS, LESSOR and LESSEE are parties to that certain Ground Lease Agreement
for Communications Tower dated June 8,2010(the"Original Agreement"), covering certain real
property,together with an easement for ingress,egress and utilities thereto,as described in Exhibit
"A" attached hereto (the"Demised Premises");
WHEREAS, LESSOR and LESSEE amended the Original Agreement pursuant to that
certain Amended and Restated First Amendment to Ground Lease Agreement for Communications
Tower dated May 24, 2016 (the "First Amendment" and together with the Original Agreement,
the"Agreement"), a memorandum of which Agreement was filed for record on July 15,2016, in
O.R. Book 5294,Page 1564 in the Public Records of Collier County, Florida(the"MOL");
WHEREAS, effective as of the date of this Memorandum, Lessor and Lessee have
amended the Agreement and desire to acknowledge, confirm and make record of the above-
referenced amendment.
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NOW, THEREFORE, Lessor and Lessee hereby acknowledge and agree that the
following accurately represents the Agreement,as amended by that Second Amendment to Ground
Lease Agreement for Communications Tower dated as of the date hereof(the "Amendment"):
Lessor: Collier County,Florida, a political subdivision of the
State of Florida, having a mailing address of 3299
Tamiami Trail East, Suite 303, Naples, FL 34112,
Attn: Jennifer Belpedio,Real Property Management.
Lessee: CCATT LLC, a Delaware limited liability company,
having a mailing address of 2000 Corporate Drive,
Canonsburg, PA 15317, Legal—Real Estate Dept.
Demised Premises: The real property leased by Lessor to Lessee together
with an easement for ingress and egress thereto is
described in Exhibit "A," attached to this
Memorandum and incorporated herein by this
reference.
Initial Lease Term: The Agreement commenced March 5, 2011 and the
current term of the Agreement shall expire on March
4, 2026.
Right to Extend or Renew: Lessee has nine (9) remaining options to extend the
Agreement for successive periods of five (5) years
each on the terms and conditions set forth in the
Agreement, as amended. If Lessee exercises all
extensions/renewals,the final expiration of the Lease
will occur on March 4, 2071.
Option to Purchase: No.
Right of First Refusal: No.
All of the terms, provisions, covenants and agreements contained in the Agreement, as
amended by the Amendment, are hereby incorporated herein by reference in the same manner and
to the same extent as if all such terms, provisions, covenants and agreements were fully set forth
herein. Lessor and Lessee ratify, confirm and adopt the Agreement, as amended by the
Amendment,as of the date hereof and acknowledge that there are no defaults under the Agreement
or events or circumstances which,with the giving of notice or passage of time or both, would ripen
into events of default. Except as otherwise expressly amended herein, all the terms and conditions
of the Agreement shall remain and continue in full force and effect. This Memorandum will be
recorded in the applicable land records and is intended to provide notice to third parties of the
Agreement and any and all amendments thereto. The Agreement and any and all amendments
thereto contain terms and conditions in addition to those set forth in this Memorandum. This
Memorandum is not intended to amend or modify the terms and conditions of the Agreement or
of any amendments thereto. To the extent that the terms and conditions of this Memorandum differ
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from the terms and conditions of the Agreement and/or any amendments thereto, the terms and
conditions of the Agreement and/or any amendments thereto shall govern and prevail. Capitalized
terms not otherwise defined herein shall have the meaning defined in the Agreement and/or any
amendments thereto. This Memorandum may be executed in two (2) or more counterparts and by
facsimile, each of which shall be deemed an original, but all of which together shall constitute but
one and the same instrument.
[Signatures appear on the following pages]
II
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IN WITNESS WHEREOF, the parties have executed this Memorandum of Second
Amendment to Ground Lease Agreement for Communications Tower effective as of the last date
of execution shown below.
LESSOR:
COLLIER COUNTY,FLORIDA,
a political subdivision of the State of Florida
By:
g ,i9p . Chris Hall, Chairman
ATTEST: e,`^`
,s k•I�IN2Gf•, CEi�t.
By:
; DEPJT LE
Attest as to Ch irtilaii'$$
r• sign'atgre only'.,
Aps over for form and letali' :
11
Sale ar
A ist. County Attorney
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LESSEE:
CCATT LLC,
a Delaware limited liability company
By: 4 (SEAL)
Name: htu �,. IUD` (9U,1 >7 VVSS
Its: N�BI f1A�0�C/1�' rti2AA
STATE OF Pcv ni v I v4010
Wajhl✓ilt COUNTY )
The foregoing instrument was acknowledged before me by means of Vphysical presence
or El online notarization, this 22."d day of ,myerhiv✓ , 2024, by
1 m 1 d4l Aic6ainntid , the MpnaJP,' AV/ Eftuttr of CCATT LLC, a
Delaware limited liability company, who executed the foregoing Memorandum of Second
Amendment to Ground Lease Agreement for Communications Tower on behalf of said limited
liability company. He/& is personally known to me or has produced ---- as
identification.
Given under my hand this 22.114 day of NOVCmb-eY , 202tt
Notary Public
Commonwealth of Pennsylvania-Notary Seal
Miranda Korey,Notary Public
Washington County
Printed Name Mirdndd Korey Mycommission ion number
ay 2026
Commission number 1419716
Member,Pennsylvania Association of Notaries
My Commission Expires: 5/Ii/i 92L,
My Commission Number: 141 C//1 l4,
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EXHIBIT "A"
DEMISED PREMISES:
THAT PART OF TRACT 95 "GOLDEN ESTATES, UNIT NO. 4", AS PER PLAT THEREOF RECORDED
IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF COLLIER COUNTY FLORIDA, BEING
MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCE AT THE SOUTHWEST CORNER OF TRACT 95, "GOLDEN ESTATES, UNIT NO. 4", AS
PER PLAT THEREOF RECORDED IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF
COLLIER COUNTY FLORIDA; THENCE NORTH 00°19'10" EAST ALONG THE WEST LINE OF SAID
TRACT 95 FOR 140.00 FEET; THENCE SOUTH 89°40'50" EAST FOR 294.72 FEET TO THE POINT OF
BEGINNING; THENCE NORTH 00°19'10" EAST FOR 60.00 FEET; THENCE SOUTH 89°40'50" EAST
FOR 35.00 FEET; THENCE SOUTH 00°19'10" WEST FOR 60.00 FEET; THENCE NORTH 89°40'50"
WEST FOR 35.00 FEET TO SAID POINT OF BEGINNING.
CONTAINING 2,100 SQUARE FEET (0.048 ACRES), MORE OR LESS.
Together with:
CROWN 10 FOOT WIDE NON-EXCLUSIVE, INGRESS AND EGRESS EASEMENT:
THAT PART OF TRACT 95, "GOLDEN ESTATES, UNIT NO. 4", AS PER PLAT THEREOF RECORDED
IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF COLLIER COUNTY FLORIDA, LYING
WITHIN 5 FEET OF BOTH SIDES OF A CENTERLINE BEING MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
COMMENCE AT THE SOUTHWEST CORNER OF TRACT 95, "GOLDEN ESTATES, UNIT NO. 4", AS
PER PLAT THEREOF RECORDED IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF
COLLIER COUNTY FLORIDA; THENCE NORTH 00°19'10" EAST ALONG THE WEST LINE OF SAID
TRACT 95 FOR 140.00 FEET; THENCE SOUTH 89°40'50" EAST FOR 294.72 FEET TO THE
SOUTHWEST CORNER OF AN 60 FOOT BY 35 TOWER PARCEL; THENCE NORTH 00°19'10" EAST
ALONG THE WEST LINE OF SAID TOWER PARCEL FOR 30.00 FEET TO THE POINT OF
BEGINNING OF THE CENTERLINE OF THE HEREIN DESCRIBED 10 FOOT WIDE NON-EXCLUSIVE,
INGRESS AND EGRESS EASEMENT; THENCE NORTH 89°40'50" WEST FOR 5.00 FEET; THENCE
NORTH 00°19'10" EAST FOR 82.87 FEET; SOUTH 87°54'46" WEST FOR 34.75 FEET; THENCE
NORTH 02°05'14" WEST FOR 176.00 FEET; THENCE NORTH 80°45'02" EAST FOR 44.69 FEET;
THENCE NORTH 46°06'33" EAST FOR 43.84 FEET; THENCE NORTH 18°39'03" WEST FOR 98.50
FEET; THENCE NORTH 00°19'10" EAST FOR 72.71 FEET TO AN INTERSECTION WITH THE
SOUTHERLY RIGHT-OF-WAY LINE OF SOUTHWEST 1ST AVENUE (60 FOOT WIDE PUBLIC RIGHT-
OF-WAY) AND THE POINT OF TERMINUS OF THE HEREIN DESCRIBED CENTERLINE.
CONTAINING 5,584 SQUARE FEET (0.128 ACRES), MORE OR LESS.
AND:
CROWN 20 FOOT WIDE NON-EXCLUSIVE, UTILITY EASEMENT:
THAT PART OF TRACT 95, "GOLDEN ESTATES, UNIT NO. 4", AS PER PLAT THEREOF RECORDED
IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF COLLIER COUNTY FLORIDA, LYING
WITHIN 10 FEET OF BOTH SIDES OF A CENTERLINE BEING MORE PARTICULARLY DESCRIBED
AS FOLLOWS:
COMMENCE AT THE SOUTHWEST CORNER OF TRACT 95, "GOLDEN ESTATES, UNIT NO. 4", AS
PER PLAT THEREOF RECORDED IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF
COLLIER COUNTY FLORIDA; THENCE NORTH 00°19'10" EAST ALONG THE WEST LINE OF SAID
TRACT 95 FOR 140.00 FEET; THENCE SOUTH 89°40'50" EAST FOR 294.72 FEET TO THE
SOUTHWEST CORNER OF AN 60 FOOT BY 35 TOWER PARCEL; THENCE NORTH 00°19'10" EAST
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ALONG THE WEST LINE OF SAID TOWER PARCEL FOR 15.00 FEET TO THE POINT OF
BEGINNING OF THE CENTERLINE OF THE HEREIN DESCRIBED 20 FOOT WIDE NON-EXCLUSIVE,
UTILITY EASEMENT; THENCE NORTH 89°40'50" WEST FOR 20.00 FEET; THENCE NORTH 00°19'10"
EAST FOR 82.23 FEET; SOUTH 87°54'46" WEST FOR 34.10 FEET; THENCE NORTH 02°05'14" WEST
FOR 395.64 FEET TO AN INTERSECTION WITH THE SOUTHERLY RIGHT-OF-WAY LINE OF
SOUTHWEST 1ST AVENUE (60 FOOT WIDE PUBLIC RIGHT-OF-WAY) AND THE POINT OF
TERMINUS OF THE HEREIN DESCRIBED CENTERLINE.
CONTAINING 10,639 SQUARE FEET (0.244 ACRES), MORE OR LESS.
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Memorandum
TO: Minutes & Records Management
FROM: Iveta Willer, Real Property Management
DATE: 12-3-2024
RE: Max A. Hasse - Second Amendment to Ground Lease Agreement for
Communication Tower and Memorandum
The Board of County Commissioners approved the Second Amendment to Ground Lease
Agreement and Memorandum of Second Amendment to Ground Lease on 11-12-24, Agenda
Item 16.B.8
Please record ONLY the Memorandum.
Please let me know if you have any questions, please contact me at 252-8917.
Thank you very much.
16B 8 •
SECOND AMENDMENT TO GROUND LEASE AGREEMENT FOR
COMMUNICATIONS TOWER
THIS SECOND AMENDMENT TO GROUND LEASE AGREEMENT FOR
COMMUNICATIONS TOWER (the "Amendment") is made and entered into effective as of
the last date of execution set forth below, by and between COLLIER COUNTY, FLORIDA, a
political subdivision of the State of Florida(having a mailing address of 3335 Tamiami Trail East,
Suite 101,Naples, FL 34112, Attn: Real Property Manager) ("LESSOR"), and CCATT LLC,a
Delaware limited liability company (having a mailing address of 2000 Corporate Drive,
Canonsburg, PA 15317, Attn: Legal Dept.) ("LESSEE").
WITNESSETH:
WHEREAS, LESSOR and LESSEE are parties to that certain Ground Lease Agreement
for Communications Tower dated June 8,2010(the"Original Agreement"), covering certain real
property,together with an easement for ingress,egress and utilities thereto,as described in Exhibit
"A" attached hereto (the "Demised Premises");
WHEREAS, LESSOR and LESSEE amended the Original Agreement pursuant to that
certain Amended and Restated First Amendment to Ground Lease Agreement for Communications
Tower dated May 24, 2016 (the "First Amendment" and together with the Original Agreement,
the"Agreement"); and
WHEREAS, the parties desire to amend the Lease Agreement to extend the term thereof
and as otherwise set forth herein.
NOW, THEREFORE, in consideration of the premises and the mutual covenants and
agreements contained herein,the sufficiency of which are hereby acknowledged,the parties hereby
agree as follows:
1. AMENDMENTS. The Agreement is hereby amended as follows:
(a) Demised Premises.
(i) Article 1 of the Original Agreement, as amended by the First Amendment,
is hereby amended as follows:
ARTICLE 1. Demised Premises.
LESSOR hereby leases to LESSEE, and LESSEE hereby leases
from LESSOR, a sixty (60) foot by thirty-five (35) foot a twenty five (25)
foot by thirty(30) foet-section of property located at the Max Hasse Park in
order to erect a free standing flagless monopole communications tower is
be-n^higher than^ e hundred and sixty feet-above natural grade,at the-base
of-the-tower to the-tep-ewe tower, including any antennae mounted to the
tower, along with related improvements, which will include grow id
equipment cabinet(s) (eellz velr the "Tower"), along with related
(
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improvements,which will include ground equipment cabinet(s), which will
be located at Max Hasse Park, 3396 Golden Gate Blvd, Naples, Florida,
which is further described in Exhibit "A" and which is attached hereto and
made a part of this Agreement, hereinafter referred to as the "Demised
Premises," situated in the County of Collier and the State of Florida. All
• improvements shall be-approved—by-LESSOR-applying, and subject to, the •
terms contained in Article 5 of the Lease; Any improvements made to the
Demised Premises shall comply with the terms contained in Article 5 of the
Agreement.
In addition to the Annual Rent, as additional consideration.for this
Agreement, LESSOR shall have the right, upon execution of LESSEE'S
standard form of Site License Agreement attached hereto as Exhibit "B"
(the "SLA"), but for zero dollars in rent, to install LESSOR's transmitting
equipment at the 105' level and the 155' level on the Tower, together with
a 10'x 10' ground space for associated equipment. LESSOR may assign the
SLA to any other governmental entity on the terms and conditions set forth
in the SLA.
Subject to the terms and listed in the-Short Form Tower License
Agreement attached hereto as Exhibit "B", LESSEE shall provide
LESSOR, without any rent cost to LESSOR, two (2) locations on the
monopole at a height of one-hundred-fifty five feet (155') and at a height-of
one hundred five feet (1-05') in order for LESSON--to—ope y
communications or surveillance equipment,now or in the future,as deemed
necensar} y-L-ESSOP,LLSS-EI a ase-pro' 4e-te-LEfi R-Fat-no cost
to LESSOR, a fenced area to accommodate an above ground equipment
cabinet and diesel generator for LESSOR'S shared use. LESSEE shall pay
the cost of L -SSOR'S monthly eleetde-service at this site by providing-two
30 AMP breakers. LESSOR shall be responsible for the cost of purchasing
its own-antenna and for installing and-operating its antenna.
LESSEE shall be responsible for all costs associated with the construction,
maintenance and replacement of the Tower throughout the life of this Lease.
Notwithstanding any provision in this Lease,including Article 7 and Article
17upon thermination o atio„ of the Lease, LESSOR shall direct
LESSEE to remove--the Tower and-rep-l-ace same-with a light pole-its
originally placed upon the Demised Premises by LESSOR.
LESSEE shall be required to obtain the required use permit(s)
(conditional or otherwise) for constructing and operating the
communications tower and the shelter(s) at the Demised Premises pursuant
to those terms outlined in the Collier County Land Development Code and
all applicable ordinances. LESSOR authorizes LESSEE to prepare, execute
and file all required applications to obtain all required permits for Tenant's
Permitted Use under this Agreement and agrees to reasonably assist Tenant
with such applications and with obtaining and maintaining the Government
Approvals.
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LESSEE understands and acknowledges that the communications
tower may be used on the Demised Premises pursuant to Land Development
Code (LDC) §§ 2.03.05.A.4,a,; 2.03.05A; 2.03.05,A.3; and 2,01,02.A.4.,
5,05.09 which allows communications towers in a Public Use District(P),
LESSOR does not make any representations or warranties or
permitted uses with respect to the Demised Premises to the LESSEE. The
LESSEE accepts the Demised Premises in "as is" condition, and there shall •
be no abatement for defects in the Demised Premises or from violations of
law with respect thereof and LESSEE shall not hold LESSOR liable for any
defects in or defective conditions of the Demised Premises or to title thereto.
LESSEE'S obligation to perform under this Agreement shall be •
subject to and conditioned upon:
(a) LESSEE'S obtaining, at its option and cost, a survey,
geotechnical report. and analysis tests which must show no defects which,
in the opinion of the LESSEE, may adversely affect LESSEE'S use of the
Demised Premises;
(b) LESSEE'S approval of the condition of the Demised
Premises, which may be subject to, at LESSEE'S option, an environmental
audit of the Premises performed by an environmental consulting firm of
LESSEE'S choice;
(c) LESSEE'S securing appropriate approvals for LESSEE'S
intended use of its Tower on the Demised Premises from the Federal
Communications Commission,the Federal Aviation Administrator,and any
other federal, state or local regulatory agency having jurisdiction over
LESSEE'S proposed use of the Tower;
(d) In the event of a failure of any of the above referenced
conditions precedent within 180 days of execution of this Amendment,
LESSEE may terminate this Agreement through written notice to LESSOR
and by restoring the Demised Premises to its condition as of the date of the
execution of this Agreement; and
(e) LESSEE shall inform Lessor, in writing, regarding the title
report, geoteclulical report and analysis,environmental audit, and obtaining
required government approvals.
LESSOR hereby grants to LESSEE a non-exclusive access
easement throughout the life of this Lease for free ingress and egress and
for the installation and transmission of utilities on the Demised Premises •
seven (7) days a week, twenty-four (24) hours a day. No above-ground
structures shall be constructed in the access easement or outside of the
Demised Premises. Said easement area is shown on Exhibit "A."
i3U#857506; Max Hasse Park
53988011 y5
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LESSEE is permitted to sublcaso any other available space-en the tower, if the
tower is deemed-worthy-ef-additional-e 3mentrte-ether wireless carriers.
LESSEE shall provide the LESSOR with an air conditioned equipment shelter;
power conneetiens, free monthly—eleet+icity and back up power at—no cosh-te
LESSOR—LESSOR'S-equipment shall be-located-eutside of the Demised-Premises •
in a location reasonably close to the-tewei
LESSOR"�hall not be responsible Io: an cost for any improvements—or utilities
made to orprei4fled-te-the tower, or to the Demised Premises;-er the equipment
shelter. LESSOR be-solely responsible for any costs for its-egttipment and
bistallatien of its equipment:
(ii) Exhibit "A" of the Original Agreement, as amended, is hereby deleted and
the Exhibit "A" attached hereto is substituted in lieu thereof. Exhibit "B" of the Original
Agreement, as amended, is hereby deleted and the Exhibit "B" attached hereto is
substituted in lieu thereof.
(b) Term of Lease.
(i) The second sentence of the first paragraph of Article 2 of the Original
Agreement is hereby deleted in its entirety and the following is substituted in lieu thereof:
This Agreement will be automatically renewed for ten(10)
separate additional terms of five (5) years each (each, a
"Renewal Term", and together with the Initial Term, the
"Term").
If all such options to extend are exercised, then the final expiration of the
Agreement shall occur on March 4, 2071.
(ii) The following paragraph is hereby added to Article 2 of the Original
Agreement:
In addition to LESSOR's other termination rights set forth in Article 2, in the event
that LESSEE fails to complete construction of the Tower within seven hundred thirty(730)
days (the "Outside Completion Date") following the date of this Amendment, LESSOR
shall have the right, but not the obligation, during the thirty (30) day period following the
Outside Completion Date, to terminate the Agreement.
(c) Annual Rent. Provided that LESSEE shall continue to pay rent as set forth in
Article 3 of the Original Agreement until completion of construction of the Tower,Article 3 of the
Original Agreement is hereby deleted in its entirety and the following is substituted in lieu thereof:
(i) Effective upon the completion of construction of the Tower, Annual Rent
shall be reduced to Thirty Six Thousand and No/100 Dollars ($36,000.00) per year, with
partial years prorated. Annual Rent shall be due on or before March 5 of each year during
the Term.
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BUH 857506;Max Hasse Park
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(ii) If construction of the Tower is completed within eighteen (18) months of
the date of this Amendment, the LESSEE shall receive as a credit against future rent an
amount equal to Three Thousand Five I-Iundred Thirty and 66/100 Dollars ($3,530.66)
(such amount being the difference between the Annual Rent on a monthly basis in effect
prior to this Amendment, and the Annual Rent on a monthly basis in effect after the
completion of the Tower) multiplied by the number of months for which Annual Rent was
paid as measured from the date of this Amendment and the date of completion of
construction of the Tower. The resulting amount shall be credited against future Annual
Rent payments. For example only: Assume, (A) the date of this Amendment is August 5,
2024; (B) construction of the Tower is completed on July 5, 2025; (C) Annual Rent of
Seventy Eight Thousand Three Hundred Sixty Seven and 92/100 Dollars($78,367.92)(the
"Prior Rent Amount") was paid for each of the periods of March 5, 2024 through March
4, 2025 and March 5, 2025 through March 4, 2026. In such case, then LESSEE shall be
entitled to a rent credit of$24,714.62 for the period from August 5, 2024 through March
4, 2025 (7 months times $3,530,66) and a rent credit of$42,367.92 for the period from
March 5, 2025 through March 4, 2026 (12 months times $3,530.66).
(iii) Effective on March 5, 2025 and on each anniversary of such date thereafter
and continuing for the duration of the Agreement, including all Renewal Terms,the Annual
Rent shall increase by two percent (2%) over the Annual Rent due in the immediately
preceding lease year.
(cl) Other Expenses and Charges. Article 4 of the Original Agreement, as amended,
is amended as follows:
ARTICLE 4. Other Expenses and Charges
LESSEE shall pay all utility charges applicable to the-Demised remises includ ngT
but-notbut-notimited4e-ohnfges for electricity, air conditioning, water, telephone or other
communications services used, rendered or supplied thereupon-or in connection
with-the Demised Premises. LESSOR sh ll p f 11 ut-ility h. ap licable to the
lights which to be relocated from the existing light pole and installed by
LESSEE on the free standing communications tower, and LESSOR shall pay far
utility charges pertaining to the any surveillance equipment that may be-pl-aeed-on
theT werbyrESSOR
Except for LESSOR's obligations under the SLA,LESSOR shall not be responsible
for the expense of any electric, telecommunications, or other utilities associated
with the operation of the Tower or any equipment installed Demised Premises by
LESSEE or any sublessees or licensees of LESSEE. LESSEE or the applicable
sublessee or licensee shall contract directly with the providing utility for any utility
services required at the Demised Premises,
(e) Default by LESSEE. Article 11(a) of the Original Agreement is hereby amended
as follows:
9 ter•
5
BUN 857506;Max Hasse Park
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(a) Abandonment of the Demised Premises or discontinuation of LESSEE'S
operatio1; provided, however, that so long as LESSEE is paying the Annual Rent
and maintaining the Demised Premises in accordance with the terms of this
Agreement, LESSEE shall not be deemed to have abandoned the Demised
Premises.
(f) Notice, Article 13 of the Original Agreement, as amended, is hereby amended to
reflect the following notice address for LESSEE:
CCATT LLC
Attention: Legal—Real Estate Dept.
2000 Corporate Drive
Canonsburg, Pennsylvania 15317
2. MISCELLANEOUS.
(a) Full Force and Effect. All of the terms, provisions, covenants and agreements
contained in the Agreement are hereby incorporated herein by reference in the same manner and
to the same extent as if all such terms, provisions, covenants and agreements were fully set forth
herein. LESSOR and LESSEE ratify, confirm and adopt the Agreement as of the date hereof and
acknowledge that there are no defaults under the Agreement or events or circumstances which,
with the giving of notice or passage of time or both, would ripen into events of default. Except as
otherwise expressly amended herein, all the terms and conditions of the Agreement shall remain
and continue in full force and effect. Capitalized terms used herein and not otherwise defined shall
have the meaning for such term set forth in the Agreement. In case of any inconsistency between
the Agreement and this Amendment, the terms and conditions of this Amendment shall govern
and control.
(b) Binding Effect. This Amendment shall be binding upon the heirs, legal
representatives, successors and assigns of the parties. The parties shall execute and deliver such
further and additional instruments, agreements and other documents as may be necessary to
evidence or carry out the provisions of the Amendment.
(c) Survey. LESSEE reserves the right, at its discretion and at its sole cost, to obtain
a survey (the "Survey") specifically describing the Demised Premises and any access and utility
easements associated therewith. Such survey shall be subject to the approval of LESSOR, such
approval not to be unreasonably withheld, conditioned, or delayed. LESSEE shall be permitted to
attach the Survey, as approved by LESSOR and confirmed by the Site Development Plan, as an
exhibit to this Amendment and any related memorandum for recording, which Survey shall update
and replace the existing description of the Demised Premises, at any time prior to or after closing
the complete execution of this Amendment.
(d) Representations and Warranties. LESSOR represents and warrants that:
(i) LESSOR is duly authorized to and has the full power and authority to enter
into this Amendment and to perform all of LESSOR's obligations under the
Agreement as amended hereby.
6
BU# 857506; Max Hasse Park
53988011 v5
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(ii) LESSEE is not currently in default under the Agreement,and to LESSOR's
knowledge, no event or condition has occurred or presently exists which, with
notice or the passage of time or both, would constitute a default by LESSEE under
the Agreement.
(iii) LESSOR agrees to provide such further assurances as may be requested to
carry out and evidence the full intent of the parties under the Agreement as amended
hereby, and ensure LESSEE's continuous and uninterrupted use, possession and
quiet enjoyment of the Demised Premises under the Agreement as amended hereby.
(e) Entire Agreement. This Amendment supersedes all agreements previously made
between the parties relating to its subject matter.
(f) Counterparts, This Amendment may be, acknowledged and delivered by
electronic and digital signatures and in any number of counterparts, and each such counterpart
shall constitute an original, but together such counterparts shall constitute only one instrument.
(g) Electronic Signatures. Each party agrees that the electronic signatures of the
parties included in this Amendment are intended to authenticate this writing and to have the same
force and effect as manual signatures. As used herein,"electronic signature"means any electronic
sound, symbol, or process attached to or logically associated with this Amendment and executed
and adopted by a party with the intent to sign such Amendment, including facsimile or email
electronic signatures.
[Signatures Appear on the Following Page]
13Uf1 857506;Max Hasse Park
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IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to
Ground Lease Agreement for Communications Tower effective as of the last date of execution
shown below,
•
LESSOR:
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA,
a political sub i 'ision of the State of Florida •
By:
IS HALL, CHAIR N
ATTEST:
CRYSTAL\I<:ICIN ,ERK OF THE
CIRC:UI`I` COURT AND"" :,,••
COMl'' 'RO1�LhR t•:
•
4asJoChLs I'U °,
z signature cniy
Appro 11$ r form and legality:
-._
Sally .
Assisti ity Attorney C*C\t-X
gg'
\`
8 C'i
BU11 857506;Max Hasse Park
53988011 0
1 6 B 8
LESSEE:
CCATT LLC,
a Delaware limited liability company
c
By: ONUkafk 4-4 t1-0-AUVAll (SEAL)
Name: f •
rINIANIfk . (9441 /1 irtf
Its: Vet)
9
BUY 857506; Max I Park
53988011 v5
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EXHIBIT "A"
DEMISED PREMISES:
THAT PART OF TRACT 95 "GOLDEN ESTATES, UNIT NO. 4", AS PER PLAT THEREOF RECORDED
IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF COLLIER COUNTY FLORIDA, BEING
MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCE AT THE SOUTHWEST CORNER OF TRACT 95, "GOLDEN ESTATES, UNIT NO. 4", AS
PER PLAT THEREOF RECORDED IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF
COLLIER COUNTY FLORIDA; THENCE NORTH 00°19'10" EAST ALONG THE WEST LINE OF SAID
TRACT 95 FOR 140.00 FEET; THENCE SOUTH 89°40'50" EAST FOR 294.72 FEET TO THE POINT OF
BEGINNING; THENCE NORTH 00°19'10" EAST FOR 60.00 FEET; THENCE SOUTH 89°40'50" EAST
FOR 35.00 FEET; THENCE SOUTH 00°19'10" WEST FOR 60,00 FEET; THENCE NORTH 89°40'50"
WEST FOR 35.00 FEET TO SAID POINT OF BEGINNING.
CONTAINING 2,100 SQUARE FEET(D.048 ACRES), MORE OR LESS.
Together with:
CROWN 10 FOOT WIDE NON-EXCLUSIVE, INGRESS AND EGRESS EASEMENT:
THAT PART OF TRACT 95, "GOLDEN ESTATES, UNIT NO. 4", AS PER PLAT THEREOF RECORDED
IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF COLLIER COUNTY FLORIDA, LYING
WITHIN 5 FEET OF BOTH SIDES OF A CENTERLINE BEING MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
COMMENCE AT THE SOUTHWEST CORNER OF TRACT 95, "GOLDEN ESTATES, UNIT NO. 4", AS
PER PLAT THEREOF RECORDED IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF
COLLIER COUNTY FLORIDA; THENCE NORTH 00°19'10" EAST ALONG THE WEST LINE OF SAID
TRACT 95 FOR 140.00 FEET; THENCE SOUTH 89°40'S0" EAST FOR 294.72 FEET TO THE
SOUTHWEST CORNER OF AN 60 FOOT BY 35 TOWER PARCEL; THENCE NORTH 00°19'10" EAST
ALONG THE WEST LINE OF SAID TOWER PARCEL FOR 30.00 FEET TO THE POINT OF BEGINNING
OF THE CENTERLINE OF THE HEREIN DESCRIBED 10 FOOT WIDE NON-EXCLUSIVE, INGRESS AND
EGRESS EASEMENT; THENCE NORTH 89°40'50" WEST FOR 5.00 FEET; THENCE NORTH 00°19'10"
EAST FOR 82.87 FEET; SOUTH 87°54'46" WEST FOR 34.75 FEET; THENCE NORTH 02°05'14"WEST
FOR 176.00 FEET; THENCE NORTH 80°45'02" EAST FOR 44.69 FEET; THENCE NORTH 46°06'33"
EAST FOR 43.84 FEET; THENCE NORTH 18°39'03" WEST FOR 98.50 FEET; THENCE NORTH
00°19'10" EAST FOR 72.71 FEET TO AN INTERSECTION WITH THE SOUTHERLY RIGHT-OF-WAY
LINE OF SOUTHWEST 1ST AVENUE (60 FOOT WIDE PUBLIC RIGHT-OF-WAY) AND THE POINT OF
TERMINUS OF THE HEREIN DESCRIBED CENTERLINE.
CONTAINING 5,584 SQUARE FEET(0.128 ACRES), MORE OR LESS.
AND:
CROWN 20 FOOT WIDE NON-EXCLUSIVE, UTILITY EASEMENT:
THAT PART OF TRACT 95, "GOLDEN ESTATES, UNIT NO. 4", AS PER PLAT THEREOF RECORDED
IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF COLLIER COUNTY FLORIDA, LYING
WITHIN 10 FEET OF BOTH SIDES OF A CENTERLINE BEING MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
COMMENCE AT THE SOUTHWEST CORNER OF TRACT 95, "GOLDEN ESTATES, UNIT NO. 4", AS
PER PLAT THEREOF RECORDED IN PLAT BOOK 4, PAGE 79 OF THE PUBLIC RECORDS OF
COLLIER COUNTY FLORIDA; THENCE NORTH 00°19'10" EAST ALONG THE WEST LINE OF SAID
TRACT 95 FOR 140.00 FEET; THENCE SOUTH 89°40'50" EAST FOR 294.72 FEET TO THE
SOUTHWEST CORNER OF AN 60 FOOT BY 35 TOWER PARCEL; THENCE NORTH 00°19'10" EAST
BUtt 857506; Max I lasse Park
539SS011 v5
ALONG THE WEST LINE OF SAID TOWER PARCEL FOR 15.00 FEET TO THE POINT OF BEGINNING
OF THE CENTERLINE OF THE HEREIN DESCRIBED 20 FOOT WIDE NON-EXCLUSIVE, UTILITY
EASEMENT; THENCE NORTH 89°40'50" WEST FOR 20.00 FEET; THENCE NORTH 00°19'10" EAST
FOR 82.23 FEET; SOUTH 87°54'46" WEST FOR 34.10 FEET; THENCE NORTH 02°05'14" WEST FOR
395.64 FEET TO AN INTERSECTION WITH THE SOUTHERLY RIGHT-OF-WAY LINE OF SOUTHWEST
1ST AVENUE (60 FOOT WIDE PUBLIC RIGHT-OF-WAY) AND THE POINT OF TERMINUS OF THE
HEREIN DESCRIBED CENTERLINE.
CONTAINING 10,639 SQUARE FEET (0.244 ACRES), MORE OR LESS.
2
BUH 857506;Max Hasse Park
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EXHIBIT "B"
SITE LICENSE AGREEMENT
(FOR INSTALLATION BY A GOVERNMENT LICENSEE ON A TOWER SITE)
•
• This Site License Agreement("SLA") is made and entered into as of ,20 (the"SLA Date"), by and •
between , a political subdivision of the State of Florida, acting by and through its
duly authorized Board of County Commissioners ("Licensee"), and CCATT LLC, a Delaware limited liability company
("Licensor"), with respect to Licensee's use of certain Licensed Space at the following site (the "Site") in connection the
following order(the"Order"):
Site and Order Identifiers: General Terms and Conditions Information: •
Crown Castle BUN: Version ID:
Licensee Site ID: Version Date:
Order#: Licensee Approval Date:
•
•
•
•
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For good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged,the parties hereto
agree to be legally bound to this SLA as follows:
1. INCORPORATED AND DEFINED TERMS: The General Terms and Conditions (for Co-Location by
Government Licensees on Tower Sites and/or Rooftop Sites) referenced above (the "General Terms and •
Conditions"),are hereby incorporated herein and made part of this SLA;provided,however, in the event of any
inconsistencies between this SLA and the General Terms and Conditions, the terms of this SLA shall control.
Unless otherwise clear from the context in which they are used, all capitalized terms used in this SLA shall have •
the same meanings ascribed to them in the General Terms and Conditions.
2. EQUIPMENT: Pursuant and subject to this SLA,Licensor hereby grants a license to Licensee to install,operate
and maintain on the Site only the Equipment described in Exhibit B attached hereto, which Exhibit B is
incorporated herein by this reference. Such License is subject to the Installation Standards and the Building Rules
(if applicable).
3. LICENSED SPACE: The Equipment shall be contained only within the Licensed Space,which consists of those
certain locations designated for the placement of Equipment on the tower, on the ground, within an existing
building, and/or on the rooftop, as described in the Order and, if applicable, as shown in the Site Plan attached
hereto as Exhibit A. For the avoidance of doubt,the Licensed Space does not include any space located within
any non-exclusive easements or any other space that is not designated for the placement of Equipment as
described above.
4. SLA TERM: The following items shall be used to define the SLA Term of this SLA:
A. "Term Commencement Date": ,20
I3. Duration of Initial SLA Term: Five(5)years
C. Number of Renewal SLA Terms; Nineteen(19)
D. Duration of Renewal SLA Terms: Five(5)years
E. Required minimum number of days written notice not to renew: 90 days prior to Current Term Expiration
Date
5. BASIC PAYMENT:
A. "Basic Payment Commencement Date": ,20
B. Basic Payment:$0.00 per month
C. Recurring Escalation:0%per year,beginning on the first anniversary of the Term Commencement Date
D. Payee:
E. Payee Address: P.O. Box
F. Licensee shall include the Crown Castle BU#specified above on or with each payment of the Basic
Payment.
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6. OTHER PAYMENTS:
•
B. Up-Front Co-Location Fee: $0.00, which amount covers each cost indicated by an "X" in the applicable
checkbox below:
®Crown Castle's submittal or evaluation of the Order
® Performance of a Structural Analysis
❑Crown Castle's inspection of Work not performed by Crown Castle
C. INTENTIONALLY OMITTED;
7. NOTICE ADDRESSES:
•
•
Licensee's Address for Notices: Licensor's Address for Notices:
Crown Castle
2000 Corporate Drive
Canonsburg, PA 15317
Attention: Legal Department
Telephone: ( ) - Telephone: (724)416-2000
8. PRIME LEASE OR DEED: A redacted copy of the Prime Lease or Deed is available to Licensee upon request
or through Licensor's online database. Licensee acknowledges that, in accordance with the General Terms and
Conditions, Licensee is obligated to access and review said Prime Lease or Deed prior to accessing or installing
any Equipment on the Site.
9. ADDITIONAL PROVISIONS(IF APPLICABLE):
A. Interference Caused by Licensee to Third Party Users Transmitting Signals Within the 900 MHz ISM
Frequency Band. If, prior to the execution of this SLA, another user of the Site was granted the right to
install and operate equipment within the 900 MHz ISM frequency band on the Site, and the operation of
Licensee's equipment within the 900 MHz ISM frequency band on the Site causes R.F interference to such
other user's transmission or reception of signals within the 900 MHz ISM frequency band on the Site("900
MHZ ISM RF Interference"), then, if Licensee is notified in writing that its operations are causing such
900 MHz ISM RF Interference, Licensee will immediately take all necessary steps to determine the cause of
and eliminate such 900 MHz ISM RF Interference. If such 900 MHz iSM RF Interference continues for a
period in excess of seventy-two(72)hours following such notification,Licensor shall have the right to require
Licensee to reduce power and/or cease operations,except for intermittent testing,until such time as Licensee
can make repairs to the interfering equipment. In the event that Licensee fails to promptly take such action
as agreed,then Licensor shall have the right to terminate the operation of the equipment causing such 900
MHz ISM RF Interference, at Licensee's cost, and without liability to Licensor for any inconvenience,
disturbance, loss of business or other damage to Licensee as the result of such actions. The foregoing terms
and conditions contained in this section shall be deemed to be null and void if the FCC adopts changes to its
rules or regulations that cause such frequencies within the 900 MHz ISM frequency hand to be recategorized
or reclassified as frequencies for which an FCC license is required,
[Signatures to immediately follow]
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IN WITNESS WHEREOF,the parties have made and executed this SLA on the SLA Date set forth above.
LICENSOR:
CCATT LLC,
a Delaware limited liability company
By:
Name:
Title:
LICENSEE:
a political subdivision of the State of Florida
13y:
Name:
Title:
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EXHIBIT A
to Site License Agreement
SITE PLAN
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EXHIBIT B
GENERAL TERMS AND CONDITIONS
•
(for Co-Location by Government Licensees on Tower Sites and/or Rooftop Sites)
•
Version ID:
Version Date: August 7,2020
These General Terms and Conditions (these "General Terms and Conditions") are incorporated into any Site
License Agreement that specifically refers to and incorporates these General Terms and Conditions. Unless otherwise
noted,as used in these General Terms and Conditions,use of"including"and"includes"means a non-exhaustive list
of examples,and use of"or"means"and/or".
I, I)EFINFT1ONS applies,or any other breach of the SLA or these General Terms
and Conditions that is not cured within the applicable cure period
The following terms as used in these General Terms and Conditions stipulated herein,as described in Section 13 below.
are defined as follows:
"FAA"means the Federal Aviation Administration.
"Basic Payment"means the consideration paid by Licensee for
the right to use the Licensed Space as described in Section 5.1 "FCC"means the Federal Communications Commission.
below,which consideration is subject to adjustment as described
in Section 5.2 below. "Government Entity" means any federal, state or local
governmental unit or agency thereof with jurisdiction applicable
"Basic Payment Commencement Date"shall have the meaning to the Site.
ascribed to it in the SLA.
"Grantor"means the grantor named in the Deed,if applicable.
"Building"means the building or structure on which the Site(or
a portion thereof)is located,if applicable. "Initial SLA "Perm" means the initial term of the SLA that
commences on the'Fenn Commencement Date and continues for
"Building Rules"means,if any,the rules and regulations issued the duration specified in the SLA,
by the owner of the Building,if applicable.
"Installation Standards"means the"Installation Standards for
"Building Use Fees"means,with respect to any Building,any Construction Activities on Crown Castle Tower Sites" or its
fees(other than recurring licensee fees,rents or revenue sharing successor,issued by Licensor(or its affiliates)from time to time,
payments payable by Licensor to the Landlord)imposed by the as described in Section 2.1 below.
Landlord or any Government Entity wills respect to Licensee's
installation and operation of Equipment on,or Licensee's access "lntermodulation Study"means a study to determine whether
to and use of the Building,the Site and the Licensed Premises an RF interference problem may arise.
(e.g.,aftedtours access fees,government inspection fees,etc.).
"Landlord" means the lessor, sublessor,or licensor under the
"Closeout Documentation" means the as-built drawings and Prime Lease,if applicable.
other installation documentation required by Licensor with
respect to the subject installation of or Modification to "Laws" means any and all laws, regulations, rules, or
Equipment. requirements promulgated by Government Entities.
"Crown Castle"means Crown Castle USA Inc.or an affiliate of "Licensed Equipment" means, if applicable, Licensee's
Crown Castle USA Inc.that is designated by Licensor to perform permitted equipment installed at the Site that is transmitting or
any Work for Licensee,or to inspect any work that is performed receiving signals within frequencies for which has an FCC
for Licensee,pursuant to Section 2.4 below. license, to the extent that such equipment is transmitting or
receiving signals within suds frequencies.
"Deed" means the deed(s)or other similar prior instrument(s)
from which Licensor's rights in any portion of the Site are "Licensed Space"means that portion of the Site that is licensed
derived, together with any restrictive covenants pertaining to Licensee hereunder,which may include space at an elevation
thereto,whether or not such restrictive covenants are contained on the tower or Building used by other licensees.
in the deed(s)or other similar prior instrument(s)or in a separate
prior legal instrument(s). "Licensee"means the party named as"Licensee"in the SLA and
its successors-in-interest.
"Equipment" means Licensee's column])cations equipment
placed on the Site, including Licensee's antennas, cables, "Licensor"means the party named as"Licensor"in the SLA and
connectors, wires, radios, radio shelter or cabinet and related its successors-in-interest.
transmission and reception hardware and software, and other
personal property. "Like-for-Like Modification" means any upgrade,
modification, or alteration of Licensee's Equipment on or
"Event of Default"means any material breach of the SLA or attached to the Licensed Space with equipment that(i)is the sante
these General Terms and Conditions for which no cure period or substantially similar to the upgraded, modified, or altered
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•
Equipment,(ii)does not increase the quantity,weight,or wind "Site Plan" means the site plan or site sketch attached to the •
loading of any Equipment, (iii) does not adversely affect the SLA. •
tower's structural integrity or a third party's communications
•
facility,and(iv)does not otherwise expand the Licensed Space. "SLA" means the Site License Agreement into which these •
General Terms and Conditions are incorporated by reference.
•
"Modification"means(a)any addition of equipment outside the "SLA Term"means the term of the SLA,inclusive of the Initial
boundaries of any permitted equipment pads on the ground or SLA Term and the Renewal SLA Term(s).
rooftop,(b)any addition of antennas or antenna structures on the
ground,or on any rooftop or equipment pad,(c)any use of space "Structural Analysis"means an engineering analysis performed
on the ground,tower or rooftop outside of the Licensed Space, to determine whether the physical and structural capacity of the •
•
except as otherwise expressly permitted in the SLA, (d) any tower or rooftop are sufficient to accommodate the proposed
change to the shape or location of the Licensed Space on the tower-mounted or rooftop-mounted Equipment, if any. Such
ground, tower or rooftop, as applicable, (e) the addition of engineering analysis takes into consideration factors such as •
generators or generator fuel tanks in any location, (I) any weight,wind loading and physical space requirements.
addition,modification,or replacement of equipment on the tower
or rooftop outer than as may be specified in the SLA, (g) any "Subsequent Use" means any installation or modified use of •
•
change to the frequency ranges specified in the SLA or the use of Licensor's or another user's equipment subsequent to the
any frequency outside of the frequency ranges specified in the installation or modified use of the Licensed Equipment as
SLA, or (h) any use of power in excess of'the power level • described in Section 6.1 below.
specified in the SLA. Notwithstanding the foregoing, the
replacement of any of Licensee's equipment(if any)on the lower "'term Corn iii enceinen I Date"shall have the meaning ascribed
or rooftop with new,identical equipment(i.e.,equipment of the to it in the SLA. •
sante quantity, make, model, size and weight), in the same •
•
location as the previously permitted equipment,shalt not by itself "Unlicensed Equipment" means, if applicable, Licensee's
constitute a"Modification",provided that such replacement does permitted equipment installed at the Site that is transmitting or •
not negatively affect the tower's or rooftop's loading capacity,as receiving signals within frequencies that do not require an FCC
determined by Licensor. license, to the extent that such equipment is transmitting or •
receiving signals within such frequencies.
"NIT"means a written notice to proceed.
"Up-Front Co-Location Fee"means,with respect to Licensee's
"Order"meats the order form(as may be amended by Licensor initial installation on the Site, the fee payable by Licensee to
from time to time), which shall be submitted to Licensor by Licensor in the amount specified in the SLA to defray Licensor's
Licensee when Licensee desires to apply for a license to install or costs associated with those certain items covered by the Up-Front
make a Modification to Equipment or the Licensed Space. The Co-Location Fee as set forth in the SLA,which covered items
approved Order for Licensee's initial permitted Equipment at the may include any or all of the following: (a) Crown Castle's
Site is referred to in the SLA. submittal or evaluation of the Order, (b)the performance of a
Structural Analysis with respect to Licensee's proposed tower-
"Pre-Existing Use"means any installation or modified use of mounted or rooftop-mounted Equipment described in the Order,
Licensor's or another user's equipment prior to the installation or and/or(c)Crown Castle's inspection of any Work not performed
modified use of Licensee's Equipment. by Crown Castle,if applicable,in relation to the Order. For the
avoidance of doubt,the Up-Front Co-Location Fee does not cover
"Prime Lease"means the lease(s),sublease(s),or other similar the cost of any structural or Site modifications that may be
prior agreement(s)from which Licensor's rights in any portion of required to accommodate Licensee's Equipment on the Site,or
the Site are derived,and which may contain restrictions on use of any expenses related to any Modification to Licensee's
the Site. Equipment or Licensed Space.
"Prior Agreement"means,if applicable,any active prior oral or "Work" means the installation of Equipment at the Site;
written agreements (as may have been amended or assigned) construction of an approved Modification to Equipment at the
between Licensor and Licensee to the extent applicable to both Site, or removal of Equipment from the Site, as set forth in
the Site and the subject matter described in the SLA. Section 2.4 below.
"Renewal SLA Term"means each renewal term of the SLA that 2. LICENSE,EQUIP'MEN'i',LICENSED SPACE,
commences upon the expiration of the immediately preceding A1ODlFICATIONS,NOTICE TO PROCEED,
term and continues for the duration specified in the SLA. ACCEi'TAaNCE'OF SITE
"RF"means radio frequency. 2.1 License to Install, Operate and D9aintaiu the
Equipment. Pursuant and subject to the SLA and these General
"Services Agreement"means any active agreement(s)between Terms and Conditions, Licensor grants a license to Licensee to
Licensee and Crown Castle with respect to the performance of install,operate and maintain the Equipment on the Site within the
Work for Licensee by Crown Castle,which active agreement(s) Licensed Space, as such Equipment and Licensed Space arc
may include,without limitation,any master services agreement, described in,and subject to,the approved Order referenced in the
project appendix, purchase order for services, and/or other SLA and as shown in the Site Plan attached to the SLA. Such license
similar agreement. is restricted exclusively to the installation, operation and
maintenance of Equipment consistent with the specifications and in
"Site" means the property referred to in the SLA, which is the locations identified in the Order and the Site Plan;provided,
owned, leased, or otherwise controlled by Licensor and which however,installation of the Equipment is subject to the installation
contains the Licensed Space. Standards,changes in applicable wind codes,and,with respect to
any tower-mounted Equipment that is not installed within one
hundred eighty(I 80)days Iollowing commencement of installation
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•
•
•
•
of the Equipment on the Site, submission of a new Order by 2.5 Closeout Documentation. in the event that Licensee
•
Licensee and available capacity as determined by Licensor. If the engages Crown Castle to perform any Work for Licensee pursuant •
SLA is replacing a Prior Agreement,the parties acknowledge that to Section 2.4 above,Licensor shall provide or cause Crown Castle •
•
the Equipment(or a portion thereof)may already be installed on the to provide to Licensee all Closeout Documentation with respect to
Site and that Licensee may currently operate and maintain, the such Work within forty-five(45)days atler completion of the Work.
Equipment(or a portion thereof)on the Site. In the event that Licensee does not engage Crown Castle to perform •
•
any Work for Licensee and Licensee engages a contractor approved •
2.2 Application fur Modifications. Licensee shall apply to by Crown Castle to perform the Work pursuant to Section 2.5 above,
make a Modification by submitting an Order therefor to Licensor. Licensee shall provick to Licensor all Closeout Documentation with •
•
Following its receipt of such Order and prior to the parties' respect to such Work within forty-five(45)(lays after completion of
execution of an amendment for the subject Modification,Licensor the Work.
will determine and inform Licensee if there are any required studies •
•
or processing fees for which Licensee would be responsible in 2.6 Licensor's Remedies for Undocumented installation •
connection wills such Order and/or the proposed Modification.Any or Modification. In the event that Licensee breaches the SLA or
approved Modification shall be evidenced by an amendment to the these General Terms and Conditions by installing Equipment or
•
SLA, and the subject Order shall be incorporated into said making a Modification other than as permitted hereunder, it shall
amendment. Any Modification,or change in Licensee's use of the constitute a material breach ol'contract and Licensor shall have the •
Licensed Space, as approved in the SLA, may entitle Licensor to following remedies,notwithstanding any other terms of the SLA or
•
additional compensation. Licensor is not obligated to approve these General Terms and Conditions: (a)the right to collect from •
Orders for Modifications. Notwithstanding the foregoing, in the Licensee an administrative fee equal to six (6)times the monthly
event that any Modification is a Like-for Like Modification,then portion of the Basic Payment(based on the amount of the Basic •
Licensee shall submit that Order to Licensor noting the Like-for Payment at the time of said notice),plus any costs incurred to assess
Like Modifications to be node anti such Like-for Like Modification the impact(lithe unauthorized installation or Modification;(b)the
shall be at no additional charge to Licensee. right to collect from Licensee may direct and consequential damages
related to such unauthorized installation or Modification;and(c)the
2.3 NTP Requited for Installation of Equipment or right to collect the Basic Payment for the Site retroactive to the date
Modification. With respect to the installation of Equipment not of the unauthorized installation or Modification.
already installed on the Site pursuant to a Prior Agreement,and with
respect to any Modifications to Equipment,the parties agree that, 2.7 Acceptance of Licensed Space and Site. By executing
notwithstanding anything to the contrary herein,Licensee's right to and delivering the SLA,Licensee: (a)accepts the Licensed Space,
install Equipment or make a Modification to Equipment at the Site Site and Building (if any), including any improvements located
shall not commence until(a)an NTP pertaining to such installation thereon,in their"AS iS,WHERE IS"condition,and as suitable for
or Modification has been issued by Licensor, subject to and in the purposes for which the Licensed Space is licensed to Licensee
accordance with Licensor's NIP process,which NTP process may hereunder; and(b)waives any claims against Licensor related to
require satisfaction of one or more conditions precedent prior to defects in the Licensed Space,Site or Building(if any),including
NTP issuance(e.g.,Licensee's payment of the subject Up-Front Co- any improvements located thereon, and their habitability or
Location Fee specified in the SLA), and (b)such NTP has been suitability for any permitted purposes,except if otherwise expressly
•
fully-executed in accordance with Licensor's NTP process. With provided hereunder. •
respect to Licensee's initial installation of Equipment on the Site,if •
any applicable conditions precedent are not satisfied within one 3. ACCESS,USE OF SITE,ZONING APPROVAL,
hundred eighty (180) days atter the date of full execution of the UTILITIES,EMERGENCY SITUATIONS
SLA,either party shall have the right to terminate the SLA upon •
written notice to the other party;provided,however,the foregoing 3.1 Access to Site. Licensor hereby grants to Licensee a •
right to terminate the SLA shall expire upon satisfaction of all non-exclusive license for pedestrian and vehicular ingress to and
applicable conditions precedent if said terminations right wins not egress from the Site(where and to the extent available),and a non-
previously exercised by either party. Licensor and Licensee shall exclusive license to access Licensor's utility easement,if any,on tt
cooperate to sailsly any conditions precedent. 24 hour per day, 7 day per week basis, for the purposes of
maintaining,operating and repairing the Equipment(but not for the
2.4 Performance of Work. Licensee may engage Crown purpose of making any unauthorized Modification),together with a
Castle to install Licensee's Equipment, to make approved license to maintain,operate and repair utility lines, wires,cables,
Modifications to Licensee's Equipment, or to remove Licensee's pipes, lines, or any other means of providing utility service,
Equipment from the Site pursuant to this Section 2(the"Work"). including electric and telephone service, to the Licensed Space.
With respect to each such engagement, such Work shall be Licensee acknowledges that the foregoing access rights are subject
performed upon terms mutually agreed upon by Licensee and to any restrictions identified in the underlying real estate interests
Crown Castle as set forth in an applicable Services Agreement; related to the Site, including, but not limited to, ally restrictions
provided, however, in the event that Licensee does not engage identified in the Prime lease or Building Rules(if any)and subject
- Crown Castle to perform the Work,Licensee shall only engage a to and limited by the terms of any underlying casement held by
contractor approved by Crown Castle to perform the Work. Licensor. Licensor gives no guarantee to Licensee regarding
Notwithstanding Crown Castle's inspection of any Work not Licensee's ability to enter or exit the Site when weather conditions,
performed by Crown Castle, neither Licensor nor Crown Castle road conditions, and any other element outside Licensor's control
shall in any way be liable for any defect its the Work or any of the might affect Licensee's ability to enter the Site.
materials used,and Licensee shall not rely on Licensor's inspection
of the Work as confirmation that no defects exist. All Work shall 3.2 Authorized Persons;Safety of Personnel. Licensee's
be performed in accordance with the standards set forth in the right of access to the Site shall be limited to contractors approved by
Installation Standards. The foregoing requirement that Licensee Licensor, such approval not to be unreasonably withheld,
only engage Crown Castle or a contractor approved by Crown Castle conditioned,or delayed,or persons under their direct supervision.
to perform Work on the Site is a material term of the SLA and these Licensee shall not allow any person to enter upon or climb on a
General Terms and Conditions. tower(if any)on a Site for or on behalf of Licensee without ensuring
that such person works for a contractor approved by Licensor and is
using appropriate fall prevention protection. In furtherance of and
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not in limitation of the foregoing, any contractor of Licensee Except as may be otherwise agreed to by Licensor in a separate
•
ascending or descending a tower shall be properly trained and active written agreement,Licensor shall not be responsible or liable •
securely attached to the tower by means of an OSHA-approved for any disruption or unavailability of any utility at the Site, •
device and shall comply with OSHA regulations. Notwithstanding •
the foregoing,in no event shall Licensee allow any person to climb 3.8 Emergency Shun tions. if Landlord or Licensor •
a tower(if any) for or on behalf of Licensee if the SLA does not determines that an emergency situation exists whereby the
permit Licensee to install equipment on the tower. The foregoing continued operation of Licensee's Equipment shall cause substantial
limitations on Site access are material terms of the SLA and these risk to human health or property damage as determined by Landlord
General Terms and Conditions. or Licensor in its sole judgment,then Licensee shall promptly be
notified verbally,and Licensee shall act diligently and expediently •
3.3 Notice to Licensor. Licensee agrees to provide prior to remedy the emergency situation, Should Licensee fail to so •
notice of any access to be made by Licensee or its contractors or remedy the emergency situation or should Landlord or Licensor •
subcontractors to the Site by calling Licensor's Network Operations reasonably determine that the response time by Licensee is not
Center at (800) 788-7011 (or by providing notice as otherwise adequate given the nature of the emergency, then Landlord or
•
directed by Licensor). For safety reasons, access to the Site is Licensor may shut down the Equipment for only so long as it lakes •
restricted to times when elevated work is not being performed on to rectify the emergency and Licensee shall have no recourse against
any tower at the Site by any other person. If Licensor's Network Landlord or Licensor as a result of such action.
Operations Center informs Licensee of an existing condition that
must be eliminated before Licensee may access the Site or tower, 4. SLA TERM
then Licensee may not access the Site or tower,as the case may be,
unless and until such condition is eliminated and Licensee is 4.1 initial SLA Term. The Initial S LA Tenn shall
subsequently informed of same. commence on the Term Commencement Date set forth in the SLA
and continue for the duration set forth in the SLA.
3.4 Licensee's Use of the Site. Licensee shall use the
Licensed Space at the Site to install,operate and maintain only the 4.2 Automatic Term Renewal. Following the Initial SLA
Equipment specified in the Order to which the SLA applies and shall Term,the S LA Term shall automatically extend for the number and
transmit and receive only within the FCC-licensed or unlicensed duration of Renewal SLA Terms set forth in the SLA, unless
frequency ranges specified in the Order, at the power levels Licensee provides Licensor with the required advance written notice
specified in the Order. Licensee shall comply with all permits, of its election not to renew the SLA Term as set forth in the SLA
directives,Laws,the Installation Standards and the Building Rules
(if any). 4.3 SEA'I'erm Subject to Prime Lease. Notwithstanding
the foregoing,il'a Prime Lease applies to the Site,and the term of
3.5 Permits, Authorizations and Licenses. Except as the Prime Lease expires or terminates sooner than the expiration or
otherwise agreed by the parties in writing,Licensee shall be solely termination of the SLA,and Licensor has not assigned(and is not
responsible for obtaining,at its own expense,all required permits, obligated to assign)its rights hereunder to Landlord,then the SLA
authorizations and licenses(if any)associated with its occupancy of Term shall continue and remain in effect only as long as Licensor
Licensed Space at the Site and utilization of Equipment thereon and retains its interest under the Prime Lease.
shall promptly provide copies thereof to Licensor.
5. CONSIDERATION,ASSESSMENTS
3.6 Zoning Approval. At least seventy-two (72) hours
before submitting any zoning application or amendment to the 5.1 Basic Payment. Licensee shall pay to Licensor the
applicable zoning authority in relation to its installation of or monthly Basic Payment specified in the SLA,subject to adjustment
Modification to Equipment at the Site, Licensee must provide in accordance with Section 5.2 below(the"Basic Payment"), for
Licensor with copies of such zoning application or amendment. its license and use of the Licensed Space. The Basic Payment shall
Licensor shall respond to Licensee with its approval or rejection of be paid in advance and without demand,in equal monthly payments
such zoning application or amendment within seventy-two (72) payable on the Basic Payment Commencement Date,and on the first
hours after its receipt of copies thereof, provided that if Licensor day of each month thereafter continuing for the SLA Tenn,subject
does not respond within said period, Licensor shall be deemed to to extensions as provided for herein. Payments shall be made by
have approved same. Licensor reserves the right to(a)require that check to the payee and address set forth in the SLA. Payments for
it be named as co-applicant on any such zoning application or any partial month shall be prorated.
amendment or(b)require revisions to any such zoning application
or amendment. Licensor also reserves the right, prior to any 5.2 Adjustments to Basic Payment. 'l'he Basic Payment
decision by the applicable zoning authority,to approve or reject any shall be increased on the first escalation date identified in the SLA
conditions of approval,limitations or other obligations that would and every anniversary of such date thereafter by the percentage •
apply to the owner of the Site, Building or property on which the amount identified in the SLA. Licensor's failure to demand any
Site is located,or any existing or future Site licensee,as a condition such increase shall not be construed as a waiver of any right thereto
of such zoning authority's approval;provided,however,Licensor and Licensee shall be obligated to remit all increases
shall not unreasonably withhold or delay approval of any such notwithstanding any lack of notice or demand thereof
conditions of approval,limitations or other obligations. Except as
otherwise agreed by the parties in writing,Licensee shall be solely 5.3 Taxes, Fees and Assessments, Building Use Fees.
responsible for all costs and expenses associated with(i)any zoning Licensee shall pay directly to the applicable Government Entity,or
application or amendment submitted by Licensee,(ii)making any to Licensor if Licensor is invoiced by such Government Entity,if
improvements or pertornting any other obligations required as a and when due,all taxes,fees,assessments or other charges assessed
condition of approval with respect to sane and(iii)any other related by such Government Entity against the Equipment or Licensee's use
expenses. of the Site or the Licensed Space. Licensee shall pay to Licensor or
the appropriate taxing authority,if and when due,any sales,use,ad
3.7 Utilities. Licensee shall pay for all electricity and other valorem or other similar taxes or assessments which are assessed or
utilities it uses. if separate metering is unavailable and Licensor is due by reason of these General Terms and Conditions or Licensee's
providing electricity to Licensee, Licensee shall pay a share of use of the Site or the Licensed Space.Licensor shall provide notice
Licensor's electricity costs as reasonably allocated by Licensor. (together with supporting documentation)of any assessments to be
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paid by Licensee promptly upon receipt. Licensor shall invoice is approved by Licensor, all other terms of the SLA and these •
•
Licensee annually,indicating the amount of the assessment and the General Terms and Conditions shall continue to apply to such
amount due. Said invoices shall be paid within thirty(30)days of Unlicensed Equipment as relocated and(he SLA shall be amended •
Licensee's receipt. Whit respect to Sites located on Buildings, to reflect such relocation.
Licensee shall also be solely responsible for any Building Use Fees •
and shall pay all Building Use Fees if and when due. 6.4 Interference to Building Users, lithe Site is located on
a Building. (a) the operation of Licensee's Equipment shall not
6,INTERFERENCE interfere with the maintenance or operation of the Building,
including,but not limited to the roof,MATV,CATV or other video
6.1 Interference to Licensee's Licensed Operations. systems,1-IVAC systems,electronically controlled elevator systems,
Licensor agrees that neither Licensor nor Licensor's other licensees computers, telephone systems, or any other system servicing the
or tenants at the Site,whose equipment at the Site is installed or Building and/or its occupants; (b) Licensee shall not allow any
modified subsequently to the installation or Modification of excessive or objectionable levels of noise to be generated by its
Licensee's Licensed Equipment("Subsequent Use"),shall permit Equipment during normal operations; and (c) Licensee shall be
their equipment to interfere with Licensee's FCC-licensed liable for all costs, expenses, damages, claims and liability that
transmissions or reception in excess of levels permitted by the FCC. result from interference caused by Licensee to Landlord or its
In the event that any Subsequent Use causes RF interference to tenants in the Building.
Licensee's FCC-licensed transmissions or reception in excess of
levels permitted by the FCC,then(a)Licensee shall notify Licensor 7. LICENSOR'S RIG111"l'O CHANGE LOCATION OF
in writing of such RF interference,(b)Licensor shall cause the party EQUiPtM ENT
whose Subsequent Use is causing said RF interference to reduce
power or cease operations in order to correct and eliminate such RF Licensor shall have the right, subject to Licensee's prior written
interference within seventy-Iwo(72)hours after Licensor's receipt consent, which consent shall not be unreasonably withheld,
of such notice,and(c)the entity responsible for the Subsequent Use conditioned,or delayed,and at Licensor's sole cost and expense,to
shall be obligated to perform(or cause to be performed)whatever change the location of the Equipment on the Site (including re-
actions are commercially reasonable and necessary at no cost or location of Equipment on the tower to an elevation used by other
expense to Licensee to eliminate such RF interference to Licensee's licensees,or re-location of Equipment to another tower located or to •
FCC-licensed trtutsmissions or reception. Licensor further agrees be constructed on the Site)upon sixty(60)days written notice to
that any new licenses or other agreements that Licensor executes Licensee, provided that said change does not, when completed,
• with third parties for a Subsequent Use will contain provisions that materially alter the signal pattern of the Equipment existing at the
similarly require such users to correct or eliminate RF interference Site prior to the change;provided however, in the event that any
with Licensee's operation of its Licensed Equipment following such relocation is required upon the demand of Landlord and
receipt of a notice of such RF interference. pursuant to the terms of the Prime Lease,then the terms oldie Prime
Lease shall apply with respect thereto(including,without limitation,
6.2 Interference by Licensee. Notwithstanding any prior any notice provisions set forth in the Prime Lease), and such
approval by Licensorot'Licensee's Equipment,Licensee agrees that relocation shall be performed at Licensee's sole expense. Licensee •
it will not allow its Equipment to cause RF interference to Licensor agrees to reasonably cooperate with Licensor to facilitate any
or other uses of users of the Site(including Pre-Existing Uses)in relocation pursuant to this Section 7,and any such relocation shall
excess of levels permitted by the FCC. If Licensee is notified in be performed with reasonably minimal disruption to Licensee's
writing that its operations are causing such RF interference, operations and shall be evidenced by an amendment to the SLA.
Licensee will immediately take all commercially reasonable and
necessary steps to determine the cause of and eliminate such RF 8. RF EXPOSURE
interference. If the RE interference continues for a period in excess
of seventy-two (72) hours following such notification, Licensor Licensee agrees to reduce power or suspend operation of its
shall have the right to require Licensee to reduce power or cease Equipment if necessary and upon reasonable notice to prevent
operations until such time as Licensee can make repairs to the exposure of workers or the public to RF radiation in excess of the
interfering Equipment. in the event that Licensee fails to promptly then-existing regulatory standards.
take such action as agreed, then Licensor shall have the right to
terminate the operation of the Equipment causing such RF 9, LIENS
interference,at Licensee's cost,and without liability to Licensor for
any inconvenience,disturbance,loss of business or other damage to Licensee shall keep the Licensed Space,the Site,the Building(if
Licensee as the result of such actions. To the extent allowed by law, any)and any interest it or Licensor has therein free from any liens
Licensee be liable for all costs, expenses, damages, claims and arising from any work performed,materials furnished or obligations
liability that result front RF interference caused by Licensee's incurred by or at the request of Licensee,including any mortgages
Equipment or other financing obligations, and shall discharge any such lien
filed, in a manner satisfactory to Licensor,within thirty(30)days
6.3 Interference to Licensee's Unlicensed Operations. after Licensee receives written notice front any party that the lien
Licensee acknowledges that if Licensee's operation of any has been filed.
Unlicensed Equipment is subject to any RF or physical interference,
then neither Licensor nor other users of the Site have any duty or 10. LIABILITY
obligation to remedy the interference to such Unlicensed
Equipment. Licensee may,after taking all commercially reasonable Licensee shall be liable for its acts and the nets and omissions of its
actions to remedy the interference to the operation of its Unlicensed employees,agents and contractors,to the extent permitted by law.
Equipment, submit an Order to request relocation of such However,nothing in this Agreement or any act of the parties shall
Equipment to another location at the Site. Licensor shall approve be deemed or construed by the parties or any third-party to create a
the Order if sufficient space and capacity are available at the Site to relationship of principal and agent, joint venture, or business
accommodate such Unlicensed Equipment without interference affiliation,or as a waiver of Licensee's sovereign immunity.
(physical or electrical)to other users of the Site,as determined by
Licensor in its sole judgment. All costs for said relocation shall be
the sole responsibility of Licensee. If the Order for said relocation
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II. INSURANCE certificates of insurance shall not in any way be construed as a •
waiver of any of the aforesaid insurance requirements. All policies
11.1 General. Licensee shall maintain commercial general required hereunder shall provide that the insurer shall notify •
liability insurance on a form providing coverage at least as broad as Licensor of any policy cancellation not less than thirty(30)days in •
the most current iSO CO 0001 policy form covering its occupancy advance of the effective date of such cancelation, or, if such •
•
and use of Sites. The liability insurance policies (automobile, cancelation is due to non-payment of premium,not less than lcn(10)
commercial general liability, and umbrella) shall be endorsed to days in advance of the effective date of such cancellation. •
cover Licensor,Licensor's manager(as applicable),and Landlord
(as required by the terms of the Prime Lease,if applicable)as an 11.5 Self-Insurance. Notwithstanding the foregoing, it is
additional insured on a primary and non-contributory basis such that acknowledged and agreed that Licensee(for itself alone)shall be
•
the umbrella liability policy,primary auto liability and commercial entitled to self-insure for all or a portion of the above coverages and
general liability all apply as primary with regard to any primary and insurance requirements in accordance with Licensee's customary •
excess/umbrella liability insurance maintained by the subject and usual practice. Licensee agrees to provide to Licensor its
•
additional insured on a form that does not exclude the concurrent standard form of letter confirming Licensee's responsibility for •
•
•
negligence of the additional insured. All insurers will carry a claims and liability with value up to the amount of Licensee's self-
minimum A.M.Best A-(FSC VIiI)or equivalent rating and must be insured retention, and, if applicable, the existence of Licensee's
licensed or authorized to do business in the state where the subject excess liability insurance coverage above such amount sufficient to
Site is located. meet the insurance coverage requirements hereunder. Such self-
insurance shall respond in the same manner that the required
11.2 Minimum Limits. At a Iniuiiuntirn,Licensee shall obtain insurance policies would have if the Licensee had purchased
and maintain the following insurance coverage,covering itself,its insurance in the standard insurance market. •
employees and its agents:
•
12. CASUALTY,CONDE€MNATIOaN
(a) statutory workers' compensation including employer's
liability with the following limits: $1,000,000 per accident; 12.1 Casualty. In the event that the Site,or any part thereof,
$1,000,000 disease, each employee; and $1,000,000 disease is damaged by fire or other casualty not caused by Licensee,and the •
policy limit; Site is not repaired or restored within ninety(90)days from the date
of damage,if the damage is less than total destruction of the Site,or •
(b) commercial general liability covering bodily injury, within one hundred and eighty(180)days from date of destruction,
death and property damage (including coverage for if the Site is destroyed,and the damage or destruction efi'ectively,
products/completed operations,and not excluding coverage for precludes Licensee's use of the Site as authorized under the
•
explosion, collapse and underground exposures (XCU)), with applicable SLA,then either party may,at its option, terminate the •
limits not less than S1,000,000 per occurrence,combined single SLA without further liability of'thc parties,as of the date of partial •
limit with a$2,000,000 general policy aggregate and a separate or complete destruction. If,for any reason whatsoever,Licensee's
products/completed operations aggregate of$2,000,000, plus use of the Site is interrupted due to casualty, Licensee's sole •
umbrella liability insurance of$5,000,000; remedies shall be(a)abatement of the Basic Payment for the period •
during which Licensee's use of the Site is interrupted and(b)the •
(c) automobile liability covering all owned,hired and non- aforementioned contingent right to terminate the SLA. In no event •
owned vehicles with combined single limits not less than shall Licensor be liable to Licensee for damage to the Equipment or
$1,000,000 per accident;and interruption or termination of Licensee's operations caused by force •
majeure,acts of God or acts or omissions of third parties.In no event
(tl) commercial all risk of loss fire with extended coverage shall the discontinuance or disruption of any utility to the Site be •
insurance covering all of Licensee's equipment and deemed to be a casualty for the purposes of the SLA.
improvements at the She. •
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12.2 Condemnation. if any part of the Site is taken under the •
•
Licensee must ensure that all independent contractors accessing power of eminent domain,Licensor and Licensee shall be entitled •
•
Sites for or on behalf of Licensee maintain insurance as separately to assert their respective claims in accordance with applicable state
specified by Licensor. Law.
11.3 Increases to and Application of Limits. Licensor 13. DEFAULT,REMEDIES,WAIVER OF •
reserves the right,no more than once every five(5)years,to require CONSEQUENTIAL UAaMAG ES
reasonable increases in the commercial general liability limits and •
•
umbrella liability limits identified above,which increases shall be 13.1 Events of Default. Each of the following shalt
reflective of then-current industry exposures.Licensor shall exercise constitute an Event of Default hereunder: (a)Licensee's failure to •
such right by providing written notice thereof to Licensee,in which pay any amount due hereunder within ten(10)days after receipt of •
event Licensee shall become compliant within thirty(30)days after written notice from Licensor that said payment is delinquent; (b) •
receipt of written notice of the subject increases to such limits. if Licensee's engagement of a contractor not approved by Crown •
Licensee maintains insurance with limits higher than the minimum Castle to perform\\rork on the Site in violation ofthc requirements
limits required by this Section I I,then such higher limits shall apply of Section 2.4 above;(c)Licensee's breach of these General'Perms •
as to comply with the limits required by this Section 11. The and Conditions by installing Equipment or snaking a Modification
insurance requirements in these General Terms and Conditions shall other than as permitted hereunder as described in Section 2.6 above; •
not be construed to limit or otherwise affect the liability of Licensee. (d) Licensee's violation of the Site or tower access limitations in •
Section 3 above;(e)Licensee's failure to stop its Equipment from •
10.4 Policies and Certificates. All policies required to be causing RP interference to Licensor or other pre-existing uses of •
provided pursuant to this Sections I I shall contains a waiver of users of the Site in violation of the requirements of Section 6.2
subrogation in favor of Licensor, Landlord (as applicable) and above;and(I)either parry's failure to cure any breach of any other
Licensor's manager (as applicaible). Licensee shall provide covenant of such party herein within thirty(30)days after receipt of •
certificates of insurance evidencing said coverage to Licensor upon written notice from the non-breaching party of said breach,
execution of the SLA and at least annually as the policies renew. provided, however, such thirty (30) day cure period shall be
Any failure on the part of Licensor to request the required extended upon the breaching parry's request if deemed by the non •
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breaching party to be reasonably necessary to permit the breaching receipt, or upon attempted delivery if delivery is reinsert or if
party to complete the cure,and further provided that the breaching delivery is impossible.The notices shall be sent to the parties at the
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party shall commence any cure within the thirty(30)day period and notice addresses set forth in the SLA. Licensor or Licensee may
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thereafter continuously and diligently pursue and complete such from time to time designate any other address for this purpose by
cure. giving written notice to the outer party. .
•
13.2 Remedies. In the Event of Default by Licensee, upon 18. PRiME LEASE OR DEED •
Licensor's demand,Licensee shall immediately make full payment
of all amounts that Licensor would have been entitled to receive Licensor and Licensee acknowledge that Licensee's use of the Site
hereunder for the remainder of the then-current SLA Term, and is subject and subordinate to the Prime Lease or Deed for the Site,a
Licensor shall have the right to accelerate and collect said payments, redacted copy of which is available to Licensee upon request or
which right is in addition to all other remedies available to Licensor through Licensor's online database. Licensee is obligated to access
hereunder or at law,including the right to terminate the SLA as set and review said Prime Lease or Deed prior to accessing or installing
forth in Section 19.3 below. All delinquent amounts shall bear any Equipment on the Site,and Licensee agrees to be bound by and
interest at the lesser of one and one-half percent(I ''/2%)per month, to perform all of the duties and responsibilities required of the
or the maxinaum amount permitted by law. lessee,sublessee,licensee or grantee as set forth in the Prime Lease •
•
or Deed to the extent they are applicable to Licensee's access to and •
13.3 Waiver of Consequential Damages. Except as use of the Site. If the Site is located on a Building, Landlord may •
otherwise provided in Section 2.6 above,neither party shall be liable require that a rooftop antenna stealthing or screening system be
to the other for consequential, indirect, special, punitive or installed to conceal Licensee's Equipment, in which event such •
exemplary damages for any cause of action whether in contract,tort rooftop antenna stealthing or screening system,if applicable,will be
or otherwise,hereunder to the extent allowed by law. installed at Licensee's sole cost and expense and shall become a
fixture of the Building and shall be deemed personal property of •
1,1. USE Of 1HAZARDOUS CHEMICALS Landlord.
Licensee must inform Licensor(in the Order attached to the SLA or 19. TERMINATION
in a separate written notice)if it will house batteries or fuel tanks on
the Site. The use of any other hazardous chemicals on the Site 19.I Withdrawal or Termination of Site Zoning Approval •
requires Licensor's prior written approval. Licensee agrees to or Permit. in the event that any Site zoning approval or any of •
provide to Licensor no later than each January 15th, an annual Licensor's permits to operate the Site as a communications facility
inventory of its hazardous chemicals on the Site, is withdrawn or terminated,the SLA shall terminate effective as of •
the termination of'such Site zoning approval or permit. •
15. GOVERNING LAW
19.2 Termination of Prince Lease. If a Prime Lease applies
The Laws of the state or commonwealth where the Site is located, to the Site and the Prime Lease terminates for any reason,the SLA
regardless of conflict of law principles, shall govern the SLA shall terminate effective as of the termination of the Prime Lease.
inclusive of these General Terms and Conditions.
19.3 Termination in the Event of Default. In the Event of
16. ASSIGNMENT,SUBLEASE,SHARING Default by either party(the"defaulting party"),the other party(the
"non-defaulting party")may terminate the SLA by providing written
Except as otherwise provided in this Section 16,this SLA inclusive notice of such termination to the defaulting party. Such written
of these General Terms and Conditions may not be sold,assigned or notice shall describe(a)the Event of Default,and(b)in the case of
transferred,in whole or in part,by Licensee without the prior written a breach that could have been cured in accordnnce with Section 13,
approval or consent of Licensor,which consent may be withheld at the defaulting party's Iailure to cure such breach within the
Licensor's sole discretion. Licensor's consent to any such stipulated cure period. The non-defaulting party's right to terminate
assignment, and Licensee's and the assignee's representations to, the SI,A pursuant to this Section 19.3 is in addition to any other
and agreements with,Licensor pertaining to such assignment,shall rights and remedies provided to the non-defaulting party by law or
be evidenced by a form to be provided by Licensor and executed by under these General'ferns and Conditions.
Licensor,Licensee and the assignee. Licensee may assign this SLA •
to any other governmental entity for public purposes upon execution 20. NO WAIVER
by Licensee,the proposed assignee,and Licensor of an assignment
and assumption agreement satisfactory to Licensor in its reasonable No provision of the SLA or these General Terms and Conditions
discretion. Licensee shall not sublease or license its interest in the will be deemed to have been waived by either party unless the
SI.A inclusive of these Terns mid Conditions either directly or waiver is in writing and signed by the party against twhont
through affiliated entities,agencies or departments. Licensee shall enforcement is attempted.
not share the use of its Equipment with any third party.
Notwithstanding the foregoing, Licensee may allow other 21. NON-DISCLOSURE
government entities,agencies and departments to benefit from the
operation of the Equipment,provided that any access to the Site by The parties agree that,except to the extent otherwise required by
such other government entities,agencies or departments is expressly law,without the express written consent of the other party,neither
prohibited and shall be deemed to be a violation of the access party shall reveal,disclose or publish to any third party the terms of
limitations set forth in Section 3.2 above. the SLA or these General Terms and Conditions or any portion
thereof, except to such parfy's auditor, accountant, lender or
17. NO'I'iCES attorney or to a Government Entity if required by regulation,
subpoena or government order to do so. Notwithstanding the
Except for notices of access which are to be provided as set forth in foregoing,either party may disclose the terms of the SLA or these
Section 3.3 above,all notices hereunder shall be in writing and shall General Terns and Conditions to any of its affiliated entities,and •
be given by(a)established express delivery service which maintains Licensor may disclose the terms of the SLA or these General Terms
delivery records,(b)hand deliver)'or(c)certified or registered mail, and Conditions(or relevant portions thereof)to(a)Landlord,if a
postage prepaid,return receipt requested. Notices are effective upon Prime Lease applies to the Site,(b)the manager of the Building(if
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applicable),(c)any of Licensor's lenders or creditors,or(d)third provided that such joinder is necessary to foreclose on the Security
parties that are existing or potential lessees or licensees of space at instrument and not for the purpose of terminating the SLA.
the Site,to the extent such disclosure to such potential lessees or
licensees is reasonably necessary for the operation, leasing, 22.5 Attoroment. Licensee agrees that, upon receipt by
licensing and marketing of the Site. The terms that may be disclosed Licensee of notice to attora from Lender or any Acquiring Party,(a)
to such potential lessees or licensees may include terms relating to Licensee shall not seek to terminate the SLA and shall remain bound
Licensee's permitted frequencies for the purposes of RE compliance under the SLA,provided that Licensee does not waive any rights
tests,and terms relating to Licensee's Equipment(if any)installed, that it may have hereunder to terminate the SLA,in accordance with
or to be installed, on the tower for the purposes of Structural its terms and these General Terms and Conditions,and(b)Licensee
Analysis. shall attora to,accept and recognize Lender or any Acquiring Party
as the licensor hereunder pursuant to the provisions expressly set
22, S(IBORI)INA'l'IOtN,NON-DISTURBANCE, forth herein for the then remaining balance of the SLA Term and
ATTORrMIENT any extensions or expansions thereof as made pursuant hereto.
Licensee agrees to execute and deliver,at any time and from time to
22.1 Defined 'Perms. The following terms as used in this time, upon the request of Lender or any Acquiring Party any
Section 22 are defined as follows: reasonable instrument which may be necessary or appropriate to
evidence such attornment.
"Acquiring ('arty" means any person acquiring title to
Licensor's interest in the real property of which the Site forms a 23. SURRENDER OF LICENSEE)SPACE,REMOVAL OF
part through a Conveyance. EQUIPMENT,REMAINING EQUIPMENT FEE
•
"Conveyance" includes any exercise by a Lender of its rights Licensee shall remove all of its Equipment and other personal
under the Security Instrument,including a foreclosure,sheriffs property from the Site prior to, and shall surrender the Licensed
•
or trustee's sale under the power of sale contained in the Security Space upon,the termination or expiration of the SLA. The removal
Instrument,the termination of any superior lease of the Site and of Licensee's Equipment and other personal property shalt be
•
•
any other transfer,sale or conveyance of the Licensor's interest performed in such a manner as not to interfere with the continuing •
in the property of which the Site forms a part under peril of use of the Site by Licensor and others. Licensee shall,at Licensee's
foreclosure or similar remedy,including to the generality of the sole expense,promptly repair any damage caused by such removal,
foregoing,an assignment or sale in lieu of foreclosure or similar reasonable wear and tear excepted,to the Site,to the Licensed Space
remedy, or to the equipment of any third party on the Site. Should any of
Licensee's Equipment or other property remain on the Site Mier the •
"Lender"means any and all lenders,creditors,indenture trustees expiration or termination attic SL.A,then: '
and similar parties.
(a) no tenancy or interest in the Site shall result, and all such
"Security Instrument"means any and all mortgages,deeds of Equipment and other property shall be subject to immediate
•
trust or other deeds,and any similar security agreements that removal;
encumber the Site to secure the debt of Licensor.
(b) in addition to any other rights or remedies that Licensor may
22.2 Subordination. Subject to Section 22.3, the SLA and have hereunder or at law or in equity:
Licensee's rights under the SLA are and will be subject and
subordinate in all respects to: (a) a Security Instrument front (i) Licensee shall,upon demand,pay to Licensor a fee equal
Licensor in favor of Lender insofar as the Security instrument to one and one-half(I 'A)times the monthly portion of
affects the property of which the Site forms a part;(b)any and all Basic Payment(based on the amount ante Basic Payment •
advances to be made thereunder; and (c) any and all renewals, at the time of said expiration or termination) for each
extensions,modifications,consolidations and replacements thereof month or partial month during which any portion of
Said subordination is made with the same three and effect as if the Licensee's Equipment remains at the Site slier the
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•
Security Instrument had been executed prior to the execution of the expiration or termination of the SLA,
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SLA.
(ii) Licensee shall pay to Licensor all expenses that Licensor
22.3 Non-Disturbance. The subordination described in may incur by reason of such Equipment or other property
Section 22.2 is conditioned upon the agreement by Lender that,so remaining in the Site after the expiration or termination of
long as the SLA is in fill force and effect and Licensee is not in the SLA,and
material default (beyond applicable notice and cure periods)
• hereunder, Lender, for itself and on behalf of its successors in (iii) to the extent allowed by law, Licensee shall be liable for •
•
interest, and for any Acquiring Party, agrees that the right of ail claims made against Licensor by any third party •
possession of the Site and all other rights of Licensee pursuant to the founded upon delay by Licensor in delivering possession
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•
terms of the SLA shall remain in full force and effect mid shall not of the Site to such third party or upon the improper or
be affected or disturbed by Lender in the exercise of its rights under inadequate condition of the Site,to the extent that such
the Security Instrument, delay or improper or inadequate condition is occasioned •
•
by the failure of Licensee to perform its said surrender
22.4 Liability of Parties. Licensee and Licensor agree (a) obligations or timely surrender oldie Licensed Space;and •
•
that any Conveyance shall be made subject to the SLA and the rights
•
•
of Licensee hereunder and(b)that the parties shall be bound to one (c) at any time, Licensor shall have the right, but not the
another and have the same remedies against one another for any obligation, to remove the Equipment or other property and
breach of the SLA or these General Terms and Conditions as store it, all at Licensee's expense, subject to the following
•
Licensee and Licensor had before such Conveyance; provided, terms: •
however,that Lender or any Acquiring Party shall not be liable for
i.
any act or omission of Licensor or any other predecessor-in-interest (i) Licensor's liability for any damage to the
to Lender or any Acquiring Party. Licensee agrees that Lender may Equipment or other property occasioned by •
join Licensee as a party in any action or proceeding to foreclose,
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such removal and storage is expressly waived applicable Laws)shall govern with respect to all matters under the
by Licensee, SLA occurring on or after said date.
(ii) Equipment so removed shall be returned to 25. COMPLIANCE WITH LAWS
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Licensee upon payment in full of all removal
and storage costs and any other fees owing Licensor shall,at Licensor's expense,ensure that the tower
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under the SLA,plus an administrative charge structure(if any)operated by Licensor on the Site complies with
equal to fifty percent (50%) of the total of all applicable Laws,including all rules and regulations
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said removal and storage costs,and promulgated by the FCC and FAA with regard to lighting,marking
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and painting,except where noncompliance is due to Licensee's,
(iii) notwithstanding the foregoing, any Landlord's,Grantor's or other Site users'negligence or will fu l
Equipment not retrieved by Licensee within misconduct. Licensor assumes no responsibility for compliance
ninety (90) days after its removal shall be with any Laws applicable to Landlord,Licensee or any other user
deemed abandoned by Licensee, and shall of the Site other than Licensor. All installations and operations by
become the property of Licensor without Licensee in connection with the SLA shall meet and comply with
further action by either party,provided that all applicable Laws,including all applicable local codes and
such abandonment shall not relieve Licensee regulations,and all applicable rules and regulations promulgated
of liability for the costs of removal,storage by the FCC and the FAA.Licensee shall promptly notify Licensor •
and disposal of the Equipment,and Licensee when Licensee becomes aware of a violation of any such Laws at
•
shall reimburse Licensor for the cost of the Site.
disposing of abandoned Equipment plus an
•
administrative charge equal to fifty percent 26, COUNTERPARTS AND ELECTRONIC SIGNATURE
(50%)of the costs of said disposal.
The SLA may be executed by original,facsimile,or electronic •
24. PRIOR AGREEMENT SUPERSEDED signatures(complying with the U.S.Federal ESIGN Act of 2000, •
15 U.S.C.96)and in any number of counterparts which shall be
The parties hereby agree that the SLA shall be deemed to have considered one instrument. Counterparts,signed facsimile and
revoked and superseded any Prior Agreement as of the SLA Date electronic copies of the SLA shall legally bind the parties to the
(as such term is defined in the S1.A),and the terms of the SLA same extent us original documents.
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inclusive of these General Terms and Conditions(together with
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