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Backup Documents 07/08/2025 Item #16F 7 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 arc to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. County Attorney Office County Attorney . 7/18/2025 Attn. Sally A. Ashkar %l 2. BCC Office Board of County Commissioners S7 7123/1-S 3. Minutes and Records* Clerk of Court's Office 7laq 9 *NOTE TO MINUTES AND RECORDS: Please return an electronic copy of agreement to Sonja.Stephenson@colliercountyfl.gov PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Sonja Stephens /Real Property Phone Number 239-252-8073 Contact/ Department Management Agenda Date Item was July 8, 2025 Agenda Item Number 16.F.7 Approved by the BCC Type of Document Third Amendment to License Agreement Number of Original 1 Attached Documents Attached PO number or account N/A number if document is to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature?STAMP OK SS 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 signed by the Chairman,with the exception of most letters,must be reviewed and signed SS 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 SS 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 SS 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 7-8-25,and all changes made during the SS N/A is not meeting have been incorporated in the attached document. The County Attorney's an option foi Office has reviewed the changes,if applicable. this line.. 9. Initials of attorney verifying that the attached document is the version approved by the * N/A is not BCC, all changes directed by the BCC have been made,and the document is ready for the Please see nn option for Chairman's signature. attached this line: p I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 Licensor Site Name/Number: CORKSCREW FIRESTATION FL,FL/22910 Licensor Contract Number: 52602 Licensee Site Name/Number: Corkscrew/s 18 THIRD AMENDMENT TO LICENSE AGREEMENT This Third Amendment (the "Third Amendment") to that certain License Agreement dated March 27, 2003, by and between American Tower, L.P. and Collier County, Florida (the "License"), as amended by that certain First Amendment to License Agreement dated April 28, 2004, as amended by that certain Second Amendment to License Agreement dated September 15, 2020, (collectively, the "Agreement") is made and entered into as of the latter signature date hereof, by and between American Towers LLC, a Delaware limited liability company, as successor-in-interest to the Agreement (the "Licensor") and Board of County Commisioners of Collier County Florida (the "Licensee") (collectively, the "Parties"). RECITALS WHEREAS, Licensor owns a certain communications tower on a certain parcel of land located at 13240 Immokalee Road, Naples, FL 34120-1468 more commonly known to Licensor as the CORKSCREW FIRESTATION FL, FL tower site (the "Tower Facility"); and WHEREAS, Licensor and Licensee entered into the Agreement for the use of a certain portion of the Tower Facility; and WHEREAS, Licensee desires to modify its equipment at the Tower Site("Modified Equipment"); and WHEREAS, the Parties agree that as consideration for Licensee's Modified Equipment, the current Monthly License Fee payable under the Agreement shall be increased as set forth herein. NOW THEREFORE, in consideration of the foregoing promises and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereto agree as follows: 1) Licensor and Licensee agree and acknowledge that Licensee shall modify its equipment for a final installed configuration pursuant to Exhibit A (Third Revision). 2) Licensor and Licensee agree and acknowledge that Exhibit A (Second Revision) to the Agreement is hereby deleted in its entirety as of the date this Third Amendment is fully executed and shall be replaced with Exhibit A (Third Revision) attached hereto and incorporated by this reference. In the event of inconsistency or discrepancy between Exhibit A (Third Revision) and Licensee's equipment information set forth in the Agreement, Exhibit A(Third Revision) shall control. 3) Effective upon the earlier to occur of: i) the issue date of the NTP by Licensor; or ii) September 1, 2025, ("Commencement Date"), the Monthly License Fee shall be increased by Two Thousand One Hundred Eighty-Six and 19/100 Dollars )P 1 Licensor Site Name/Number: CORKSCREW FIRESTATION FL,FL/22910 Licensor Contract Number: 52602 Licensee Site Name/Number: Corkscrew/s18 ($2,186.19) per month ("Increased Fee"). The Increased Fee for any fractional month at the beginning or end of the period shall be appropriately prorated. 4) The Parties agree that (i) a digital or electronic signature on this Third Amendment and/or (ii) a fully executed scanned or electronically reproduced copy or image of this Third Amendment shall be deemed an original and may be introduced or submitted in any action or proceeding as competent evidence of the execution, terms and existence hereof notwithstanding the failure or inability to produce or tender an original, manually executed counterpart of this Third Amendment and without the requirement that the unavailability of such original, manually executed counterpart of this Third Amendment first be proven. 5) Capitalized terms contained herein, unless otherwise defined, are intended to have the same meaning and effect as that set forth in the Agreement. 6) All other terms and provisions of the Agreement remain in full force and effect. [SIGNATURES APPEAR ON THE NEXT PAGE] [REMAINDER OF PAGE LEFT BLANK INTENTIONALLY] CAO' 2 Licensor Site NameNumber:CORKSCREW FIRESTATION FL, FL 22910 Licensor Contract Number: 52602 Licensee Site NameNumber:Corkscrew's18 IN WITNESS WHEREOF. the Parties hereto have set their hands to this Third Amendment to that certain License Agreement as of the day and year written below: LICENSOR: American Towers LLC. a Delaware limited liability company By: Name: tJayt.c.-A 3 Ne. Title: V Y (we Date: 7/?,7 /2o2.0 LICENSEE: DATED: 1 1/28 /2025 BOARD OF COUNTY COMMISSIONERS. ATTEST:. . :,-, ,;, COLLIER COUNTY. FLORIDA Crystal°K. KinzeL Clerk t lyL_\ BY: ' - --..d-) ' i' B ,teg€401.016.- Attest a'to•C + a i'YePuY Clerk U T L. A DERS. CHAIRMAN r signbtSte•anly....••• ,, Approved • form and legality: A il6� h ( Assistant County Attorney .(CZ 3 Licensor Site Name/Number:CORKSCREW FIRESTATION FL,FL/22910 Licensor Contract Number: 52602 Licensee Site Name/Number:Corkscrew/s18 Exhibit A (Third Revision) 4 Exhibit A(Third Revision) Customer Name: ATC Asset Name: ATC Asset#: COLLIER COUNTY CORKSCREW FIRESTATION FL 22910 Customer Site Name: Customer Site#: Corkscrew s18 GROUND SPACE REQUIREMENTS Total Lease Area Sq.Ft:392.00 Primary Contiguous Lease Area L: 12.00' W: 26.00' H: Sq.Ft: 312.00 Customer Building 12.00' 26.00' 12.00' 312.00 Outside Primary Lease Area N/A N/A N/A Sq.Ft: 80.00 Generator AREA 8.00' 10.00' 12.00' 80.00 BACKUP POWER REQUIREMENTS Generator:Stand Alone Fuel Tank Size(gal):500.0 Fuel Type:Diesel Fuel Tank Setback(radius):N/A UTILITY REQUIREMENTS Power Provided By:Utility Company Direct Telco/Interconnect:N/A TRANSMITTER&RECEIVER SPECIFICATIONS Type:TX/RX Quantity:3.0 TX Power(watts):34 ERP Power(watts):N/A EQUIPMENT SPECIFICATIONS Type OMNI DISH-HP DISH-HP DISH-RADOME OMNI DISH-HP Manufacturer RFS Andrew Andrew RFS RFS Andrew Microwaves Microwaves Microwaves Model# BMR12-H-B1 VHLP6-6W VHLP6-6W PAD6 W59BC w/ BMR12-O-B1 VHLP3-11W-3WH Radome Dimensions 240"x 6.6"x 6.6" 6.36'x 6.36'x 2.81' 6.36'x 6.36'x 2.81' 6.58'x 6.58'x 1.19' 240"x 6.6"x 6.6" 3.28'x 3.28'x 2.02' HxWxD Weight(lbs.) 92.0 185.0 185.0 181.0 92.0 53.0 Location Tower Tower Tower Tower Tower Tower RAD Center AGL 202.0' 170.0' 168.0' 167,0' 165.0' 135.0' Tip Height 212.0' 173.2' 171.2' 170.3' 175.0' 136.6' Base Height 192.0' 166.8' 164.8' 163.7' 155.0' 133.4' Mount Type Side Arm Pole Mount Pole Mount N/A Side Ann Pole Mount Quantity 2 1 1 1 1 1 Azimuths/Dir,of 90 283 55 266.2 360 55 Radiation Quant.Per 2 1 1 1 1 1 Azimuth/Sector TX/RX Frequency MHz GHz GHz MHz MHz GHz Units TX Frequency 851-860 6525-6785 6525-6785 6525-6875 851-860 6525-6785 RX Frequency 806-815 6525-6875 6525-6875 6525-6875 806-815 6525-6875 Using Unlicensed No No No No No No Frequencies? Antenna Gain 15.4 35.7/36.9/37.7 35.7/36.9/37.7 36.3/37/37.6 12 35.1/36.3/36.9 Total#of Lines 2 1 1 1 1 1 Qty:2 N/A N/A Qty:1 Qty: 1 N/A Type:Coax Type:Elliptical Type:Coax Individual Line Diameter:1 5/8" Diameter:EW63 Diameter:7/8"Coax Configuration Coax Azimuth/Sector: 1 Azimuth/Sector:1 Azimuth/Sector:2 N/A Qty:1 Qty:1 N/A N/A Qty.1 Type: 1 1/4"conduit Type: 1 1/4"conduit Type: 1 1/4"conduit Conduit containing: containing: containing: Configuration 1-Elliptical;EU 63 1-Elliptical;EU 63 1-Elliptical;EU 63 Azimuth/Sector: 1 Azimuth/Sector: 1 Azimuth/Sector:1 Revision4 I-OAA797645 Exhibit page I of I ,f�O Ii,jQ4 ATC SITE NAME I NUMBER: Corckscrew,FIJ22910 { ' l��"' CUSTOMER SITE NAME/NUMBER: Big Corkscrew Fire !PAGE Or. LICENSE AGREEMENT ATC Contract No: • This LICENSE AGREEMENT ("Agreement") made this ___ 7 day of /��Gz/(2003, ("Effective Date') by and between American Tower, L.P., a Delaware limited partnership, with a place of business at 10 Presidential Way, Woburn. MA 01801 ("Licensor")and Collier County, Florida with a place of business at 3301 Tamiami Trail East, Naples, FL 34112 ("Licensee"). The attached Terms and Conditions are incorporated herein by this reference. TOWER SITE INFORMATION: Site Name: Corkscrew Site Number: 22910 Address and/or location of Tower Site: 13240 Immokalee Road,Collier County, Naples, FL 34120 Coordinates: Let.26-16-31.61N Long.81-35-35.47W NOTICE& EMERGENCY CONTACTS: • Licensee's local emergency contact(name and number):John Daly/239-982-0638. • Licensor's local emergency contact(name and number):Network Operations Communications Center(800)830-3365 • Notices to Licensee shall be sent to the address above to the attention of Information Technology,John Daly. • Notices to Licensor shall be sent to the address above to the attention of Contracts Manager. APPROVED USE OF TOWER SITE BY LICENSEE: Transmitting frequencies:855-860MHz& 6525-6875 MHz Receiving frequencies: 855-860 MHz&6525-6875 MHz Antenna mount height on tower: 175'& 195'ft.AGL(See Exhibit A for specific location description) All other permitted use of the Tower Site including,without limitation, Licensee's Approved Equipment(as defined i^ Section 1 herein),frequencies, channels and the identification and location of the Licensed Premises(as defined in Section 1 herein) at the Tower Site are descnbed in Exhibits A and B,are incorporated herein by reference and made a part hereof. FEES &TERM The"Monthly License Fee"shall be Two Thousand Sixty Four and No/100 Dollars (S2,064.00), adjusted on July 1, 2003 and on each July 1st thereafter during the Initial Term and during any Renewal Terms by the "Annual Escalator". If the Commencement Date is earlier than July 1, 2003, then the Annual Escalator adjustment made to the Monthly License Fee on July 1, 2003 shall be pro-rated for each full calendar month between the Commencement Date and July 1, 2003 The• Annual Escalator shall be five percent(5%)per year. The "Site Inspection Fee"shall be: One Thousand Five Hundred Dollars (S1,500.00), as adjusted annually by a percentage rate increase equal to the Annual Escalator. Initial Term. The "Initial Term" of this Agreement shall be for a period of five (5) years beginning on the Commencement Date. Subject to Section 1, the "Commencement Date" shall be defined as the earlier of: (I) the commencement of installation or construction of any improvements by Licensee at the Tower Site:or(ii)May 30, 2003. Renewal Terms:The"Renewal Terms"of this Agreement shall be three(3)additional periods of five(5)years each. Electricity for operation of Approved Equipment is to be provided by(check one): ❑ Licensor at the monthly rate of S ,adjusted annually by the Annual Escalator and subject to Sections 3&5 OR ❑Licensor,with such being included in the Monthly License Fee and subject to Sections 3&5,OR ❑Licensee,at its sole expense. OTHER PROVISIONS: Other provisions: (check one):❑ None© As listed below a. Notwithstanding anything to the contrary in this Agreement, the offer to Licensee expressed in this Agreernen:shall automatically become null and void with no further obligation by either party hereto if a structural analysis of the Tower Site completed after the execution of this Agreement by Licensor but before the Commencement Date of the installation of Licensee's Additional Equipment indicates that the Tower Site is not suitable for Licensee's Additional Equipment unless Licensor and Licensee mutually agree that structural modifications or repairs shall be made to the Tower Site on mutually agreeable terms. b. SSIS shall be a fee of One Thousand Five Hundred Dollars (S1,500.00) pursuant to Section 9 below. c. Licensor and Licensee agree and acknowledge that this Agreement is contingent upon a satisfactory SSIS. • A 1 (cAc 114Aat, , FOF I5 ATC SITE NAME/NUMBER: Corckscrew.FU22910 • CUSTOMER SITE NAME/NUMBER: Big Corkscrew Fire IN WITNESS WHEREOF, the Parties, each in consideration of the mutual covenants contained herein, and for other good and valuable consideration, intending to be legally bound, have caused this Agreement to be executed by their duly authorized representatives as of the Effective Date first above-written; provided, however, that this Agreement shall not become effective as to either Party until executed by both Parties. AS TO THE LICENSOR: American Tower,L.P.,a Delaware limited partnership DATED:_ ,✓(' -1 '-Q5 By: ATC GP,Inc.,its sole general partner By: Witness(signs re) Print N: •ellen Mitchell Title: - 'resident (print name) Witness(sign?r /L/Q. (print name) AS TO THE LICENSE; BOARD OF OUNTY MMISSIONERS, DATED: • 5 COLLI OUNTY RIDA • ATTEST' By: DWIGHT E.)3ROCK,Clerk,:. Tom Henning,Chairman BY: -ILIA/.CAA, Deputy Clerk.- Attast as to Chairsan's • s, ;;.iignature only. Approved as to form arid legal sufficiency: ev[ Thomas C.Palmer Assistant County Attorney i L 2 l�. _ (7 t»` i " _ ATC SITE NAME/NUMBER: Corckscrew, FL 22910 • CUSTOMER SITE NAME/NUMBER: Big Corkscrew Fire TERMS AND CONDITIONS 1. GRANT OF LICENSE. Licensor hereby agrees to license to Licensee space for the housing, installation and operation of the communications equipment specifically described in Exhibit A attached hereto ("Approved Equipment") with the location of such Approved Equipment being more specifically described in Exhibits A and B("Licensed Premises")at the communications tower, antenna structure or rooftop facility described in the Tower Site Information section on page 1 ('Tower Site"). All Approved Equipment shall be and remain Licensee's personal property. Licensor shall maintain the communication facility located on the Tower Site in good condition and in a manner which will not disturb Licensee's reasonable use of the Licensed Premises. Licensee shall also have a right to: (i) install and maintain wires, cables, conduits and pipes either within,over, under or along the Tower Site; and(ii) to use any specific right of way for access to the Tower Site,each at locations mutually agreed upon by Licensor and Licensee. In the event any public utility is unable to use the existing right-of-way, Licensor agrees tc grant an additional right-of-way at the Tower Site either to Licensee or to the public utility at no cost to Licensee to the extent permitted under the Ground Lease at a location acceptable to the Licensor. Subject to Section 15 herein. Licensee shall be solely and directly responsible for any and all property damage that results from the installation of any cables or utility wires by Licensee er any company or person retained by Licensee, including, without limitation, any property damage that results from the accidental cutting of utility wires or cables of any other party operating at the Tower Site. Licensee shall notify Licenser no less than five (5) days prior to the date upon which Licensee intends to commence any construction or installation at the Tower Site, together with a construction schedule, so as to provide Licensor with an opportunity to be present during any such installation or construction. In addition to the foregoing, Licensee shall notify Licensor of the actual date of Licensee's commencement of any installation or construction at the Tower Site no more than five (5) days following such commencement, and with such notice in writing in the form of the notice attached hereto as Exhibit D. In the event that Licensee fails to provide such written notice the date of such commencement for the purposes of the determination of the Commencement Date of this Agreement, then the Commencement Date shall be deemed to be the Effective Date. Licensee's right to cure under this Agreement shall not be applicable to a failure to deliver timely written notice of such commencement notice. Licensor shall provide Licensee with one set of keys and/or codes to access the Tower Site so that Licensee shall nave the right of access to the Licensed Premises 24 hours per day, 7 days per week, to the extent permitted under the Ground Lease. Licensee shall be responsible for ensuring that Licensor has,at all times, a complete and accurate written list of all employees and agents of Licensee who have been provided the access codes to the Tower Site. 2. EXHIBITS. Within forty-five (45) days following the commencement of the installation of the Approved Equipment, Licensee shall provide Licensor with as-built drawings or construction drawings of the Approved Equipment as installed in both hard copy and electronic form ("Construction Drawings"), sucn Construction Drawings shall include the location of any shelters, cabinets, grounding rings, cables, and utility lines associated with Licensee's use of the Tower Site. Upon receipt, Licensor shall insert hereto the Construction Drawings as Exhibit C. In the event that Licensee fails to deliver the Construction Drawings as required by this section, Licenser may cause such Construction Drawings to be prepared on behalf of Licensee and Licensor shall assess a tee for such Construction Drawings of cost, including in- house labor,plus twenty percent(20%), which upon invoice shall become immediately due and payable. In the event of inconsistency or discrepancy between(a) Exhibit A and Exhibit B hereto, Exhibit A shall govern, and(b)between Exhibit A (with respect to Approved Equipment and antenna locations) together with Exhibit B (with respect to ground space installation locations) and Exhibit C hereto, Exhibits A and B shall govern, notwithstanding any approval or signature by Licensor or its employees. Any such inconsistency or discrepancy between Exhibits A, i3 and C as set forth in the foregoing sentence shall be deemed a matenal default by Licensee hereunder. 3. LICENSE FEES; TAXES; ASSESSMENTS.The Monthly License Fee, as adjusted by the applicable Annual Escalator, shall be payable in advance on the first day of each calendar month beginning upon the Commencement Date. If the Commencement Date is not the first day of a calendar month,the Monthly License Fee for the first partial month shalt be prorated on a daily basis. The Monthly License Fee for any last partial month in the term of this Agreement shall also be prorated on a daily basis. Licensee snail be solely responsible for all utility charges directly attnbutable to the Approved Equipment,except as otherwise provided on page 1 of this Agreement. Licensor shall be responsible for the payment of its pro rata share of any applicable taxes or governmental assessments against the Tower Site or Licensee's personal property and improvements thereon owned and maintained by Licensor. Licensee shall be responsible for the payment of any applicable taxes, fees or governmental assessments against any equipment, personai property and/or improvements owned, leased or operated by Licensee or directly associated with Licensee's use of the Licensed Premises. Licensee agrees to pay or reimburse Licensor for any and all taxes, fees, or other costs and expenses assessed upon or paid by Licensor to the United States Forest Service or Bureau of Land Management attributable to Licensee's Approved Equipment, Licensee's use of Or Licensee's presence at the Tower Site. All payments due under this Agreement shall be made to Licensor at the address listed on page 1 or such other address as Licensor may notify Licensee of in writing and/or upon such invoice. Ail payments due under this Agreement shail be rounded up to the nearest whole dollar amount. The CPI means the Consumer Price Index for All Urban Consumers, U.S. City Average (1982-1984.100), as published by the United States Department of Labor, Bureau of Labor Statistics. If the Index is discontinued or revised, such other government index or computation with which it is replaced shall be used in order to obtain substantially the same result as if the Inoex had not been discontinued or revised. 3 ATC SITE NAME/NUMBER: Corckscrew,FL/22910 1 t t% L CUSTOMER SITE NAME/NUMBER: Big Corkscrew Fire 4. TERM. The Initial Term of this Agreement shall be as specified on page 1. This Agreement shall automatically be renewed for the Renewal Terms,if any,also stated on page 1 unless either Party gives to the other one hundred eighty • . (180) days written notice of termination prior to the expiration of the then-current term. Upon expiration,cancellation or termination of this Agreement for any reason, Licensee shall: (i) remove the Approved Equipment and any other property of Licensee from the Licensed Premises at Licensee's sole risk, cost, and expense; (ii) deliver the Licensed Premises in substantially the same and in as good a condition as received (ordinary wear and tear excepted); and (iii) repair any property damage caused by the removal of the Approved Equipment within 10 days of the occurrence of such damage. In the event that Licensors right to license space to Licensee at the Tower Site is subject to a right of first refusal for the benefit of a third party or consent from the underlying lessor of the Ground Lease, Licensor shall reserve the right to terminate this Agreement in the event that such third party fails to refuse,consent or waive (or is deemed to have refused or waived)such right or consent. 5. COMMON EXPENSES: UTILITIES. Licensee shall reimburse Licensor for Licensee's pro-rata share of costs and expenses incurred by Licensor for the maintenance. repair and replacement of common facilities at the Tower Site including, without limitation, damage to fences, gates, access roads, and the tower,6tructure. Notwithstanding the foregoing, the cost and expenses associated with any damage which is directly attributable to the acts or omissions of Licensee or Licensee's contractors shall be borne solely by Licensee. Licensee shall not be required to pay any share of costs or expenses incurred to replace the tower structure. In the event that Licensee also licenses space within a building or shelter owned by the Licensor on the Tower Site, Licensee shall also reimburse Licensor for its pro-rata snare of all common expenses incurred for the operation, maintenance, repair and replacement associated with such building or shelter, including,without limitation, the physical structure of the building, HVAC system, and common utility expenses. In the event that Licensee is connected to a generator or back-up power supply owned by the Licensor, Licensee shall also reimburse Licensor for its pro-rata share of all expenses incurred for the operation, maintenance, repair and replacement associated with such generator, including, without limitation, fuel expenses and replacement. For the purposes of this section, a"pro-rata share"of costs and expenses shall be determined based on the number cf licensees using the Tower Site on the first day of the month in which an invoice is mailed to Licensee. Licensee snail reimburse Licensor for common expenses within thirty(30)days following receipt of an invoice from Licensor. Licensor and/or Licensee shall be responsible for the utility costs associated with the operation of Licensee's Approved equipment as set forth on page 1;provided,however,that(a)in no event shall Licensor provide Licensee with telephone service; and(b)in the event that Licensor provides access to electricity or utilities to Licensee for a fixed fee or inclusive in the Monthly License Fee, Licensor reserves the rignt to reasonably increase such fees based on any change in • equipment or increased power requirements by Licensee. 5. INSTALLATION BY LICENSOR. Licensee shall submit to Licensor its scope of work requirements for the installation of its Approved Equipment within ten (10) business days following the Effective Date and within a reasonable period of time prior to any planned subsequent modification to or installation of additional Approved Equipment (but in no event less than fifteen (15) business days). Unless Licensor otherwise notifies Licensee, Licensor shall install or shalt cause the installation of the Approved Equipment at the standard market rate for such services (by experienced antenna system installers and excluding any discounts which may be offered or are available from time to time). The Parties agree to diligently and in good faith negotiate a construction contract to install the Approved Equipment. If the Parties fail to agree upon the terms and conditions of the construction contract, they shall select an appraiser to resolve any disputes in accordance with common industry practice. Both Parties agree to be bound by the appraisers decision. 7. SITE INSPECTION. Not less than ten(10)days prior to the initial installation by Licensee of the Approved Equipment or before the date of any subsequent modifications to or installation of additional Approved Equipment, Licensee shall pay Licensor the Site Inspection Fee. In the event that Licensor installs Licensee's Approved Equipment, Licensor shall waive the Site inspection Fee with respect to such installation. • 8. LABELING. Licensee shall identify its equipment and equipment cabinets (unless such cabinet is located in a banding owned by Licensee) with labels permanently affixed thereto and stating Licensee's name, contact phone number, and installation date. Licensee's coaxial cables shall be labeled at both the top and bottom of the tower structure. Should Licensee fail to so identify its equipment, Licensor may, in its sole discretion, interrupt Licensee's operations at the Tower Site and shall constitute a default of this Agreement. In addition, should Licensee fail to label its equipment as required by this section, Licensor may label Licensee's equipment and assess against Licensee a fee of Seven Hundred Fifty and No/100 Dollars (S750.00), as adjusted annually by a percentage rate increase equal to the Annual Escalator,which upon invoice shall become immediately due and payable. 9 WORK; ALTERATIONS; STRUCTURAL ANALYSIS & MODIFICATIONS. Licensee agrees that all of Licensee's property to be installed upon the Tower Site and all frequencies utilized by Licensee pursuant to this Agreement will be in exact accordance with that specified in Exhibit A attached hereto. Licensee shall submit to Licensor detailed plans and specifications accurately describing all aspects of the proposed work to be performed including, without limitation, 1110 weight and wind load requirements and power supply requirements and evidence that Licensee has obtained all approvals, permits and consents required by, and has otherwise complied with, all legal requirements applicable to the performance of the Work. Licensee agrees that it will not make any alterations or additions tc the Approved Equipment without the prior written consent of Licensor in each case obtained. An amendment to Exhibit A to this Agreement shall be prepared to reflect each addition or modification to Licensee s equipment from time to time to which Licensor has r,C"�'"� • "— ""'� '� ATC SITE NAME i NUMBER Corckscrew,FU22910 CUSTOMER SITE NAME/NUMBER: Big Corkscrew Fire given its written consent. Any and all work at the Tower Site shall be performed in accordance with the foregoing standards and by qualified contractors approved of in advance by Licensor (which approval of contractors shall not be • unreasonably withheld, except as otherwise provided in the following sentence). Licensor reserves the right, in its sole discretion, to refuse to permit any person or company to climb any tower structure at the Tower Site. Such contractors shall have valid and current worker's compensation and general liability insurance certificates on file with Licensor. naming Licensor as an additional insured and which otherwise satisfy the insurance coverage requirements described in Section 14 of this Agreement. Subject to Section 768.29.F.S., Licensee shall indemnify, defend and hold harmless Licensor from and against any and all costs, claims,causes of action and liabilities of every nature and kind arising out of the acts and omissions of Licensee,its employees and agents or Licensee's contractors or subcontractors. At its sole election, Licensor may, in its sole but reasonable judgment, perform or cause to be performed a structural analysis to determine the availability of capacity at the Tower Site for the modification and/or additional equipment at the Licensed Premises by Licensee. Nothing herein shall prevent Licensee from performing such analysis for its own account; provided, however, that Licensor shall approve such vendor in Licensor's sole discretion and Licensee shall provide a complete copy of any structural analysis that it performs to Licensor at no cost to Licensor no more than thirty(30)days following the completion of that analysis. If Licensor performs such an analysis or causes one to be performed, Licensee agrees promptly to reimburse Licensor for all reasonable costs and expenses incurred by Licensor or Licensors vendor in the performance of such structural analysis within sixty (60) days following receipt of an invoice from Licensor. In the event a structural analysis is performed after the execution of this Agreement by Licensor but prior to the installation of Licensee's Approved Equipment, and such analysis indicates that the existing tower structure can not structurally accommodate the proposed installation of Licensee's Approved Equipment thereon. Licensor or Licensee may terminate this Agreement upon written notice at any time prior to the commencement of Licensee's installation. With respect to any permitted structural modifications to the Tower or upgrade of utilities by Licensee that are approved by Licensor, Licensor reserves the right to simultaneously upgrace the tower structure or utilities in excess of the modification required to accommodate Licensee's Approved Equipment in order to increase capacity ("Excess Upgrade"): provided, however, that Licensor shall be solely responsible for the costs associated with such Excess Upgrade. Prior to the Commencement Date and/or prior to any Licensee-reouested installation or modification Licensor may elect to perform a snared site interference study("SSIS") and Licensee shall pay Licensor a fee of One Thousand Five Hundred and No/!0O Dollars (S1,500) per study, as adjusted annually by a percentage rate equal to the Annual • Escalator. This tee shall be payable at the time of Licensee's application or immediately upon a determination by Licensor that a SSIS is required. Licensor's performance of the SSIS shall in no way constitute a warranty or representation from Licensor that Licensee's proposed operations from the Tower Site will not suffer or cause interference with other users, but shall merely be a customary report intended to assist in the prevention of potential 4111 interference. 10. RF INTERFERENCE. (a) Interference with a Pre-Existing Use. Licensee's use of the Tower Site and its operation of all of its Approved Equipment thereon (including any subsequent modification or alteration thereto) shall be conducted in a manner that does not interfere electrically, or in any other manner whatsoever with any then pre-existing use of the Tower Site by Licensor or other users of the Tower Site ("Pre-Existing Use"). In the event that any Pre-Existing Use experiences interference caused by Licensee or Licensee's Approved Equipment (including any subsequent modification or alteration thereto), Licensee shall be notified in writing of such interference and Licensee shall power down its equipment and/or cease operations in order to correct and eliminate such interference within seventy-two (72) hours after Licensee's receipt of such notice. If Licensee does not cease all interfering operation within such seventy- two (72) hour period, Licensor shall have the right to disconnect Licensee s Equipment until such time as Licensee can affect repairs to the interfering Approved Equipment. If Licensee is unable to eliminate the interference,or reduce it to a level acceptable to the affected user of the Pre-Existing Use, within a period of thirty (30) days following such initial notice(provided that during such 30 day period, Licensee may operate its equipment intermittently during off-peak hours for testing purposes only), then Licensor may, in addition to any other rights it may have for Licensee's breach hereof, terminate this Agreement. In the event that Licensee is notified of any interference experienced by a Pre-Existing Use on the Tower Site alleged to be caused by Licensee's operations thereon, Licensee shall be obligated to perform whatever actions are necessary, at Licensee's sole cost and expense, to eliminate such interference and shall not be released from its obligation to continue to pay the Monthly Licensee Fee dunng any period that Licensee can not operate from the Tower Site pursuant to this Section 10. (b) Interference by a Subsequent Use. Licensor agrees that Licensor and Licensors customers' use of the Tower Site whose equipment is installed or modified subsequent to the Licensee's then-current operation of Licensee's Approved Equipment thereon ("Subsequent Use") shall not,interfere with Licensee's then-current permitted operations. In the event that Licensee experiences interference caused by any Subsequent Use, Licensee shall notify Licensor in writing of such interference and Licensor shall, or shall cause the operator of the interfering Subsequent Use, to power down its equipment and/or cease operations in order to correct and eliminate such interference within seventy-two (72) hours after Licensors receipt of such notice. If such Subsequent Use is unable to operate without causing such interference, or if such interference is not reduced to a level acceptable to Licensee, within a period of thirty (30) days • (provided that during such 30 day penod the Subsequent Use may be operated intermittently dunng off-peak hours for testing purposes only), then Licensee may, in addition to any other rights it may have for Licensors breach hereof, terminate this Agreement. In the event that Licensor is notified of any interference experienced by Licensee alleged to be caused by a Subsequent Use on the Tower Site, Licensor shall be obligated to perform (or cause to be performed) or r �-=- ATC SITE NAME/NUMBER: Corckscrew,FU22910 ! G! tD (.� CUSTOMER SITE NAME/NUMBER: Big Corkscrew Fire whatever actions are commercially reams s once and necessary, at no cost or expense to Licensee, to eliminate such interference. • (c) Interference with Lighting and Building Systems and Building Tenants. In no event shall Licensee's use of the Tower Site or operation of any of its equipment thereon be conducted in a manner that interferes with Licensor's lighting system located on any of the towers, building systems, or, in the event that Licensee's equipment is installed on the rooftop of a building,with equipment of any kind used by building tenants who are not tenants of the Licensor. (d) No Illegal, Unpermitted Use or Unlicensed Frequency Protection. Notwithstanding anything to the contrary herein, Licensee shall not illegally transmit on any frequency, transmit on a channel or frequency not specified in Exhibit A attached hereto, operate at variance from the specifications in its FCC license or the FCC's rules governing Licensee's operation of its Approved Equipment, and Licensor shall not provide any protection to Licensee from interference from parties who are not Licensor's tenants at the Tower Site. Nothing in this Section 10 shall be deemed or interpreted to provide any protection to Licensee from any form of interference from any person in the event that Licensee is operating on any unlicensed frequency spectrum or pursuant to FCC Part 15. 11. SITE RULES AND REGULATIONS. Licensee agrees to comply with the reasonable rules and regulations established from time to time at the Tower Site by Licensor in its discretion, which may be modified by Licensor from time to time upon receipt by Licensee of such revised rules and regulations or in accordance with Licensor's obligations under the Ground Lease. Such rules and regulations will not unreasonably interfere with Licensee's normal business opera:icns. 12. CASUALTY; CONDEMNATION. For purposes of this Agreement it shall be deemed a Casualty Event, if the Licensed Premises or the Tower Site is destroyed or condemned, in whole or part, whether by eminent domain or otherwise. In the event that the Licensed Premises or the Tower Site is wholly destroyed or condemned, whether by eminent domain or otherwise, this Agreement shall terminate without further liability to either Party except for payment of the Monthly License Fees due up to the time of non-use by Licensee in case of such destruction or condemnation. If the Licensed Premises are partially destroyed or condemned and are usable by Licensee for its purposes, then Licensor shall, within one hundred and twenty (120) days (which shall be extended for any delays directly caused by governmental action or inaction), repair the Licensed Premises or the Tower Site with a reasonable reduction of the Monthly License Fee to Licensee during the period of repair. In the event that the site repair or reconstruction has not commenced within one hundred eighty(180)days following such Casualty Event, Licensee may terminate this Agreement upon written notice to Licensor prior to the commencement of any such repair or reconstruction of the Tower Site. If, however, any such partial destruction or condemnation occurs within six(6) months prior to termination of this Agreement, either Party may • terminate this Agreement without further liability except for payment of the Monthly License Fees up to the time of such destruction or condemnation. Any Monthly License Fees prepaid by Licensee shall be returned to it as part of the operation of this section. 13. COMPLIANCE WITH LAWS. Licenser is responsible for ensuring that the tower structure at the Tower Site is operated in compliance with all governmental lighting and marking requirements. Licensor shall indemnify and defend Licensee from and against any loss,cost,or expense sustained or incurred by Licensee as a result of Licensor's failure to comply with duly issued governmental regulations relating to tower lighting and marking. Notwithstanding anything to the contrary in the Agreement, Licensee shall at all times comply with all applicable laws and ordinances and all rules and regulations of municipal. state and federal governmental authonties relating to the installation, maintenance, location, use, operation, and removal of the Approved Equipment and other alterations or improvements authorized pursuant to the provisions of this Agreement. 14. INDEMNIFICATION; INSURANCE. Each Party shall, to the fullest extent permitted by law, indemnify, defend and hold harmless the other Party, its respective Affiliates. and their respective directors, employees, officers, shareholders, successors and assigns against all claims, losses, costs, expenses, damages, and liabilities (except as otherwise provided in Section 15 of this Agreement) ansing from: (i) the negligence, willful misconduct or strict liability of such Party, or its agents, employees, representatives, contractors: or (ii) any matenal breach by such Party of any provision of this Agreement. In addition to the foregoing, Licensee shall indemnify Licensor for all costs and expenses associated with actions taken by Licensor to resolve any interference caused by Licensee or Licensee's Approved Equipment pursuant to Section 10(a), (c), and (d). Neither Party shall be responsible or liable to the other for any damage arising from any claim to the extent attributable to any acts or omissions of other licensees at the Tower Site. Without limiting the foregoing in any way, both Parties, each at their sole cost and expense. agree to maintain comprehensive general liability and casualty insurance (including without limitation, an umbrella policy of no less than five million dollars (S5,000,000.00)) in amounts reasonably satisfactory to the other Party with respect to its property and obligations hereunder. Notwithstanding anything to the contrary, Licensor may provide all or some of the insurance coverage limits required under this Section 14 through an umbrella policy. Such insurance policies shall contain a provision that such policy shall not be canceled or amended without thirty (30) days notice to the other Party. Upon the execution of this Agreement, Licensee shall deliver to Licensor a certificate evidencing such insurance coverage,on which Licensor shall be named as an additional insured with respect to the Tower Site.Further,Licensee shall deliver to Licensor a certificate 411 evidencing such insurance coverage within thirty (30)days of each renewal of such policy. Licensor reserves the right. from time to time, to increase the required liability limits described above in accordance with then-current customary insurance requirements in the tower industry nationally. A ? ATC SITE NAME/NUMBER: Corckscrow,FL/22910 CUSTOMER SITE NAME'NUMBER: Big Corkscrew Fire 15. WAIVER OF CERTAIN DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, EACH PARTY HEREBY WAIVES THE RIGHT TO RECOVER INCIDENTAL. SPECIAL, CONSEQUENTIAL • (INCLUDING LOST PROFITS), PUNITIVE, EXEMPLARY AND SIMILAR DAMAGES AND THE MULTIPLIED PORTION OF ANY DAMAGES EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH POSSIBILITY WAS REASONABLY FORSEEABLE. 16. NOTICES. Any required or permitted notice or demand shall be made by certified mail, postage prepaid or via nationally recognized overnight courier service addressed to the other Party at the address set forth on page 1. Either Party may modify, add, or delete notice addresses from time to time by notice given in accordance with this section. Any notice or demand shall be deemed to have been given or made at the time it is deposited in a United States Post Office or with a pnvate overnight courier service. 17. ASSIGNMENT; SUBLEASING. Licensee may assign this Agreement as a whole with Licensors pnor written consent; provided, however, that Licensor's consent will not be required for an assignment to any person or entity which is controlled by, controlling or under common control with Licensee ("Affiliates"). For these purposes, "control" means ownership, directly cr indirectly, of 509'0 or more of the voting stock, equity or beneficial interest or a general partner of any partnership. In no event may Licensee suolet, sublease, or permit any ether similar use of the Tower Site or Licensed Premises by any other party. In no event may Licensee diplex or combine signals or grant any shared use rights for itself or others. In the event of a permitted assignment hereunder, Licensee shall be relieved of any of its obligations under this Agreement arising on or after the effective date of such permitted assignment. Any permitted assignee shall expressly assume, and become bound by, all of Licensee's obligations under this Agreement. Licensor may freely assign, transfer, or sublease this Agreement and. in such event, Licenser shall be relieved of all of its obligations under this Agreement from and after the date of sucn assignment, transfer. or sublease. This Agreement shall be binding upon the successors and permitted assigns of both parties. Licensee shall pay Licensor a fee of $250.00 (which fee shall increase annually by a percentage rate increase equal to the Annual Escalator) in each instance in which Licensee requests an assignment of this Agreement or in which Licensee seeks an estoppel certificate, nondisturbance agreement, subordination agreement or other similar agreement. Notwithstanding anything to the contrary, Lcensor may condition its consent to any assignment, on among other things, requiring that the assignee execute a new form of license agreement so long as the Monthly License Fee and Initial and Renewal Terms of such agreement are consistent with those set forth in this Agreement. 40 18. QUIET ENJOYMENT. Licensor covenants and agrees that, upon Licensee's paying the Monthly License Fee and observing and performing all of the terms, covenants and conditions to be observed and performed by Licensee under this Agreement, Licensee shall be entitled to quiet enjoyment of the Licensed Premises during the term of this Agreement. 19. SUBORDINATION TO GROUND LEASE. The Parties acknowledge and agree that in the event Licensors rights in the Licensed Premises and/or any part of the Tower Site is derived in whole or cart pursuant to an underlying lease. sublease, permit, easement or other right of use agreement ("Ground Lease"), all terms, conditions and covenants contained in this Agreement shall be specifically subject to and subordinate to the terms and conditions of an applicable Ground Lease. In the event that any of the provisions of the Ground Lease are in conflict with any of the provisions of this Agreement (other than those provisions relating to the length of term, termination rights or financial consideration), the terms of the Ground Lease shall control. Further, Licensee agrees to be bound by such Ground Lease as applicable to the access and occupancy of the Licensed Premises. In the event that the Ground Lease expires or terminates prior to the expiration of the Initial Term or applicable Renewal Terms, this Agreement shall automatically terminate upon termination of Licensors right to possession of the Tower Site and shall remove its equipment and any improvements from the Tower Site in accordance with this Agreement and any applicable provisions under the Ground Lease. Licensor agrees not to take any action with respect to the Ground Lease as then in effect which will cause the Ground Lease to be prematurely terminated during the term of this Agreement. Licensor hereby warrants and agrees that it shall exercise any existing renewal option available to it pursuant to the Ground Lease through the end of the term of this Agreement. Upon Licensee's written request. Licensor shall provide a copy of any applicable Ground Lease with the economic terms and other terms that Licensor deems reasonably confidential redacted. unless prohibited by the terms of such Ground Lease. Notwithstanding the foregoing, Licensor shall net be required to pay any form of consideration to obtain the approval or consent of any lessor under a Ground Lease. 20. DEFAULT. Either Party shall have ten (10) days after receipt (or refusal to accept delivery, which refusal shall be deemed receipt for the purposes hereof) of written notice from the other Party to cure any monetary default (provided, however, that if Licensee fails to make any payment of the Monthly License Fee when due and cures such default two (2) times within any twelve(12) month period, :hen any further failure within the same twelve(12) month period shall be an automatic default with no cure period) and, except as otherwise provided in this Agreement with respect to RF interference, labeling and Construction Drawings, thirty (30) days after receipt of written notice from the other Party to . cure any non-monetary default. Except with respect to RF interference, so long as the Party charged with the default diligently pursues a cure during the prescnbed time period, that Party shall be given additional time reasonably necessary to cure the default. If subsequent to the foregoing requisite periods of time,there continues to be an event of default, the non-defaulting Party may terminate this Agreement upon written notice to the defaulting Party and may institute any other available proceedings at law or in equity to recover damages from the defaulting Party. 7 ATC SITE NAME I NUMBER: Corckscrew,FL/22910 CUSTOMER SITE NAME'NUMBER: Big Corkscrew Fire 4 21. COLLECTIONS. Subject to the provisions of Section 20 above, Licensor may take any collections actions it deems • necessary without further notice to Licensee, including, without limitation, the disconnection or removal and storage of any and all of Licensee's equipment, including the Approved Equipment or all other Licensee property located on the Tower Site. Licensee shall pay all reasonable attomey's fees, court costs, removal and storage fees (including any property damage caused thereby), and other items of cost or expense reasonably incurred by Licensor in recovering the Monthly License Fee or other fee or charge. No endorsement or statement on any check or letter accompanying a • • • check for payment of any monies due and payable under the terms of this Agreement shall be deemed an accord and satisfaction, and Licensor may accept such check or payment without prejudice to its right to recover the balance of such monies cr to pursue any other remedy provided by law or in this Agreement. Licensor shall accept any such partial payment for the account of Licensee. Past due amounts under this Agreement will bear interest from the date upon which the past due amount was due until the date paid at a rate equal tc: (i)eighteen percent 118%)per annum;or(ii)at a lower rate if required by lawn the state in which this Agreement is to be performed. 'n addition, Licensee shall be assessed a late payment fee equal to twenty-five percent (25%) of the then-current Monthly License Fee for any payment or reimbursement due to Licensor under this Agreement which is overdue by ten (10)days or more and such fee shall be assessed for each thirty (30) day period thereafter that any such amount (or portion thereof) remains unpaid. 22. GOVERNMENTAL APPROVALS; PERMITS In the event that any governmental permit, approval or authorization required for Licensor's use of, operation of, or nght to license space to Licensee at the Tower Site is challenged, terminated or withdrawn by any governmental authority or third party as part of any governmental, regulatory, or legal proceeding, Licensor may terminate this Agreement. In the event that Licensor does not terminate this Agreement, Licensee may elect to install or continue to operate its equipment at its sole cost and risk. Licensee understands and agrees that, in the event of a governmental or legal order requiring the removal of Licensee's equipment from the tower or removal of the tower structure or any structural modification required to accommodate Licensee's Approved Equipment, Licensee shall do so promptly at its sole cost and expense. Licensor shall cooperate with Licensee in Licensee's efforts to obtain any permits or other approvals that may be necessary for Licensee's installation and operation of the Approved Equipment; provided, however such cooperation shall be subject to the foregoing: (a) Licensor shall not be required to expend any funds or undertake any liability or obligation in connection with sucn cooperation; (b) Licensor reserves the right to obtain such required approvals or permits on Licensee's behalf, at Licensee's sole cost and expense; and (c) in no event may Licensee encourage, suggest, participate in or permit the • imposition of any restrictions or additional obligations whatsoever on the Tower Site or Licensor's current or future use or ability to license space at the Tower Site as part of or in exchange for obtaining any such approval or permit. In the event that Licensee's shelter or cabinets are installed above a third-party or Licensor-owned shelter or building, Licensee shall be solely responsible for obtaining any required consents or permits in connection with such shelter or cabinet installation. Licensee hereby consents to the stacking of a third-party or Licensor owned platform, shelter or cabinets above or below Licensee's shelter or cabinets provided Licensor or such third party shall be solely responsible for all costs and expenses associated with obtaining any required consents or permits in connection with such shelter or cabinet installation above Licensee's equipment. In addition to the foregoing, in the event that Licensee has not been requested to install a stackable shelter and does not utilize a stackable shelter, Licensee agrees that Licensor shall have the right to require Licensee to replace its shelter with a stackable shelter upon no less than thirty(30)days prior written notice at the sole cost and expense of a subsequent licensee who installs a stacked shelter above Licensee's equipment shelter. 23. REPLACEMENT OF TOWER. Licensor reserves the right,in its sole discretion, to replace cr rebuild the tower structure or the top of the tower. In such event, Licensor shall provide Licensee with space at the Tower Site suitable to allow Licensee to continue to operate the Approved Equipment in a substantially similar manner during the construction period. Licensor shall be solely responsible for the costs associated with removing and re-installing the Approved Equipment. Licensor also expressly reserves the right to erect one or more towers on the Tower Site. subject to Licensor's obligations to Licensee under this Agreement. Licensee shall also have the right to establish a temporary facility on the Tower Site to provide such services as Licensee deems necessary dunng any such construction by Licensor so long as adequate space is then available. The location of such temporary facilities shall be subject to Licensor's approval. 2». GOVERNING LAW. This Agreement snail be governed by the laws of the state of Florida, with the exception of its choice of laws provisions. If any provision of this Agreement is founc invalid or unenforceable under judicial decree or decision, the remaining provisions of this Agreement shall remain in full force and effect. Any approval, consent, decision, or election to be made or given by a Party may be made or given in such Party's sole judgment and discretion, unless a different standard(such as reasonableness or good faith)is provided for explicitly. 25. EXCUSABLE DELAYS. If either Party is unable due to causes beyond its reasonable control to carry out its obligations under this Agreement in whole or in part and if such Party gives written notice and full details of an excusable delay (including, without limitation, a force majeure event) to the other as soon as practicable after the occurrence of the event, then the obligations of the affected Party will be suspended to the extent reasonably required as a result of such event. Excusable Delay means an event that is not within the reasonable control of the affected Party,including,without limitation,war, nuts,civil insurrection or acts of a common enemy, fire, flood, strikes or other labor difficulty,acts of civil or military authonty. including governmental laws, orders,actions, inactions or regulaticns,embargo. .1;•Telf. !1 _ ATC SITE NAME/NUMBER: Corckscrew,FU22910 • CUSTOMER SITE NAME!NUMBER: Big Corkscrew Fire '•"11.2.k1TlICSXifehTi":: '•""!^--- 26. MISCELLANEOUS. Time is of the essence in this Agreement. The offer of license expressed in this Agreement shall • automatically expire and become void if not accepted by Licensee and such acceptance received by Licensor within thirty(30)days from the Effective Date. The only means by which Licensee may accept this offer of license is by timely returning two unaltered copies of this Agreement, executed on behalf of Licensee, to Licensor. Upon Licensors written request, Licensee shall promptly furnish Licensor with complete and accurate information in response to any reasonable request by Licensor for information about any of the Approved Equipment or utilities utilized by Licensee at any Tower Site or any of the channels and frequencies utilized by Licensee thereon. In the event that this Agreement is executed by Licensor, its Affiliates or any trade name utilized by the Licensor or its Affiliates and such signatory does not hold the real property or leasehold interest in the affected Tower Site, the execution of this Agreement shall be deemed to have been properly executed by the Licensor or Licensors Affiliate which properly holds such interest in the affected Tower Site. Either Licensor or Licensee may be referred to herein as a"Party" and both Licensor and Licensee together may be referred to herein as the"Parties". At the sole election of Licensor, in the event that Licensee and Licensor enter into a master tower space license agreement ("New Agreement") which is applicable to this Tower Site during the Initial Term or any Renewal Term of the Agreement, Licensor may give notice to Licensee that this Agreement is terminated ('Termination Date") and Licensee and Licensor shall execute a New Agreement for the Licensed Premises and Licensee's Approved Equipment listed on Exhibit A hereto within thirty (30) days following such notice. Such New Agreement shall specify that the commencement date is the Termination Date. If the New Agreement has pre- determined monthly license fee rates and/or annual escalator rates that conflict with the Monthly License Fee and/or the Annual Escalator listed on page 1 of this Agreement, then the license fee rate and/or the annual escalator rate in the Agreement shall govern. Upon the termination or expiration of this Agreement, Licensee shall immediately upon the request of Licensor deliver a release of any instruments of record evidencing such Agreement. Notwithstanding the expiration or earlier termination of the Agreement, Sections 14, 15, 20, 21 and 26 shall survive the expiration or earlier termination of the Agreement. No waiver of any of the provisions of this Agreement shall constitute a waiver of any other provision hereof (whether or not similar), nor shall such waiver constitute a continuing waiver unless expressly agreed to in writing by the affected Party. This Agreement constitutes the entire agreement of the Parties hereto concerning the subject matter hereof and shall supersede all prior offers, negotiations and agreements, whether written or oral. No revision of the Agreement shall be valid unless made in writing and signed by authorized representatives of both Parties. The offer of license expressed in this proposed Agreement shall automatically expire and become void if not accepted and executed by Licensee and such acceptance received by Licensor within thirty (30) days of the Effective Date. ATTACHED EXHIBITS: Exhibit A:List of Approved Equipment and location of the Licensed Premises Exhibit B: Site Drawing indicating the location of ground space for Licensee's equipment shelter or space in Licenser's building(as applicable) Exhibit C: As-Built Drawings or Construction Drawings to be attached within 45 days after Commencement Date in accordance with Section 1. Exhibit 0: Form of Commencement Date Notice. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] i • A. 9 -.w ATC SITE NAME/NUMBER: Corckscrew,FL/22910 ii';:.:+a-Aita L A CUSTOMER SITE NAME/NUMBER: Big Corkscrew Fire fr* f c 1 --, " Exhibit A • Approved Equipment • • Initials: / CAO ..........4.......t....A.-..................... - 4 S. ... i ., *:•:;:... .,:i4Eil.......,..-4.—.._..s. ..... i1. of i j EXHIBIT A "..“.....?C.A•A n. • TIUTOMOIRC Meer': RIMIARLITINTS '•011•MKSMAIRIARTSASTS i: _IND,*CAMAIDS r- .At 7 S.., r il, MARMOT:1M "—_.1 CUTDOOR MOLTER ( x 1 ..CLeser...WAR, I 0 WATSON,MILL TIAMAIINCTOTS x,... DIR ON INAM3 NIRW.M Nr ,,r. i LOAM OROPINI)VAC!DOM101010(31.1.1.0,II. IT•ir*X JONCRIIT I RAO DOMMAMO AARA Nr) IT X 2/1' aTIRASTRIMMOUI MANUTACTIMMOMORL MA COM IMAM 103 MON W.A. Co..,..x.‘xx.,x,hx ,AT C . r--] P/TIUTY COMPANY CD DOICT TALCOANTILIMONNICT POOtOOPONTS POTS El Tt El PTCROWAVR ITT/ ..,,n3;iRc., n AT tlOAN E:j „„xc El (----i POLZTIONAL MOUND SPACE IrsIT PAR....A... 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I 14. j i.111..........poo• IVA WA WA • t•*RAN..0.00.11.. ..1.001....1 Inss•••••••,r..........1 Ter 0 N. 0 :,,,:•,,ii,', ..':,,..":,i.,::::,"..:;::', :r-,;'",;::'-'),;.:'i..i:iLi),,,,,,:::.:,,T,:'.,..'..,..:,,..::::....;ii::::-(:StgEDINFGAglitLTIRSPAEltiONYSQUIPIONTI.:,..:?;-..i:i'il:•:::•:1:?Li:i.:.i::',.;i':.?i-i:',-...:',?.':';:i::•:,::,:::',:?.?::::i.:;?::'::,.':',',. :.: '-',...i,:7 :;...::,,,,,ii•,:.:..;,..,..,..,..:,,,,.......:y.,,,,,,,I.,.:,,,i,,,,:•:..1,,,...:]:,,..:,,,L:' ...'31140MIMIKS4 .7:.'q''''''; :CIUMMV41111*. '''.'..411‘0161;1111"6:::.7..,'i.. MANLT/COWIR LS•WA CCM WA WA WA IVA Mt ARCM Il•JTO1 III MACS WA MA WA WA 4 i TY'S ar$111.101 MOATS RAT& WA WA WA WA RALSOCAMINITA5TIDOONS1010(N.W•DI Wall'•le 111A WA WA WA CAI-LSTON PAMPAS WA WA WA WA I TX/MOM/MY 04.10 OW WA WA .R. WA TX POMO DOOM 101.•••• WA WA WA WA AN TIOTANNMT IMO1101. NA PP. WA WA In ITI Ar.a. WA WA NIA WA AVARATII ROMITNLY MOON CONMOOTON WO'Rom rtrA WA WA WA TO.) RACISM* TAM MOTO=0...A...I NO A....10.•••• ft. WA WA WA •of OPIUM N. WA WA WA WA COORTWOMP tri PORTS 1.1 WA WA / WA tVA CAMNITT ALSO CONTAIN] WA N. WA I WA WA • San pr•...Awe 1••• •••••Roa a..........,....w..• AC..• (OIRCIC 01M YES = NO 0 A ATC SITE NAME/NUMBER: CorCkscrew,FU22910 CUSTOMER SITE NAM&NUMBER: Big Corkscrew Fire Exhibit B Site Drawing indicating the location of ground space for Licensee's equipment shelter or space in Licensor's building (as applicable) Licensee shall not commence installation until Licensor has approved in writing said drawing and attached it hereto. India's: •rinku:...►-.s..:o•..arwAC:t3+i''-a..........:-.-- __. � ATC SITE NAME/NUMBER: Corckscrew,FU22910 CUSTOMER SITE NAME/NUMBER: Big Corkscrew Fire Exhibit C • As Built Drawings or Construction Drawings To be attached hereto within 45 days of the date after commencement of installation or construction of Licensee's Approved Equipment at the Tower Site. s w ATC SITE NAME!NUMBER: Corckscrew,FU22910 CUSTOMER SITE NAME/NUMBER: Big Corkscrew Fire • Exhibit D Form of Commencement Date Notice [Date] Via Return Receipt Requested First Class Mail American Tower Attn: Contracts Manager Re: ATC Tower Site # , ATC Tower Site Name: Dear Contracts Manager: In accordance with Section 1 of that License Agreement ("Agreement") dated between ("Licensor") and • ("Licensee"), this letter serves as notice that Licensee commenced its construction and/or installation at the Tower Site described above on , 20_ The Agreement states that the Commencement Date for the purposes of the Monthly License Fee is the earlier of the commencement of installation or construction or , 2 (but in no event later than 45 days after the Effective Date of the Agreement. In accordance with the Agreement, the correct Commencement Date for this Agreement is 2 If you have any questions, please contact me at • Sincerely, UPS Label Image: ` ______ . _— A-�--- 0 Page I of ' I 0 c•F n .. View / Print Label 1. Print the label: Select Print from the File menu in this browser window to print the label below. 2. Fold the printed label at the line.Place the label(address side up)in a UPS Shipping Pouch. If you do not have a pouch,affix the folded label using clear plastic shipping tape over the entire label area being careful not to damage the bar codes or addresses. 3. Drop-off or Pickup: o Daily Pickup Customers:Your driver will pick up your shipment(s)as usual. o UPS Drivers will accept your packages. o apply).UPS On i Calll Air P kup Schedule a pickup for your urgent air packages(additional charges will o Drop off at UPS Customer Counters,Letter Centers or UPS Authorized Shipping Outlets. $hip Another Packaoe Would you like a Return Label? View Shipp ed P ackaaes Logout w • 1 ,_, ! el. . i r . _____......... ii d- - v M o 0 M �' ir.g w Q � a g 2 41 4 _.�•�� 2. P. Q� a I hL� = a O F z QZZm E z • —1co 8 __ . 1 ..J°28U-ShowLabeLasp?qG,UED %26%25%22%22PPPU%3B%22%25%23W%3B%22%oZ12/i3/2002