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Backup Documents 02/25/2014 Item #16E 9 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO R 4 'rei THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATU Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through 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. ' 2. 3. County Attorney Office County Attorney Office 3, I Qd 4. BCC Office Board of County j h Commissioners -`*A 55 L ?Ii q 5. Minutes and Records Clerk of Court's Office Tirn 5161 (i4 -1 3L4 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 miss ng information. Name of Prima Staff • Phone Number Contact/ Departt ment ' �I- .6, �/, /J Agenda Date Item was Z ` z / L Agenda Item Number C-7(0---C- 9Approed by the BCC Type of Document - e A gi Number of Original / Attached Documents Attached PO number or account 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? �'Y4p 2. Does the document need to be sent to another agency for additional signatures? If yes, provide the Contact Information(Name;Agency; Address; Phone)on an attached sheet. 64/P 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 w ---''D by the Office of the County Attorney. 4. All handwritten strike-through and revisions have been initialed by the County Attorney's /Y 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 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 signature and initials are required. W _ 7. In most cases(some contracts are an exception),the original document and this routing slip J�\ should be provided to the County Attorney Office at the time the item is input into SIRE. A U v 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 enter date) and all changes made ��E{ aryw�'�7 during the meeting have been incorporated in the att ed document. The County �✓ c,s fiJt Attorney's Office has reviewed the changes, if applicable. e_ — a s-__4 lI : i Y 9. Initials of attorney verifying that the attached document is the version approved by the i<-,:,,.J.,�.iags BCC, all changes directed by the BCC have been made, and the document is ready for the �� 6�r3 a Chairman's signature. :1 1 z4 ,, 9 d: I.Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 MEMORANDUM 16 E9 Date: May 9, 2014 To: Michael Dowling, Property Management Specialist Facilities Management Department From: Teresa Cannon, Deputy Clerk Minutes & Records Department Re: License Agreement w/Summit Broadband Attached for your records is a copy of the agreement referenced above, (Item #16E9) approved by the Board of County Commissioners on January 25, 2014. Please forward a fully executed original to the Minutes and Records department to be kept as part of the Board's Official Records. If you have any questions, please contact me at 252-78411. Thank you. Attachments 1 6 E9 License Agreement THIS LICENSE AGREEMENT ("License"), is entered into .effectively on the J� day of , 2014, the ("Commencement Date"), by and between the two parties: BOARD OF CO TY COMMISSIONERS OF COLLIER COUNTY, FLORIDA, AS THE GOVERNING BODY OF COLLIER COUNTY AND AS EX-OFFICIO THE GOVERNING BOARD OF THE COLLIER COUNTY WATER-SEWER DISTRICT, ("LICENSOR") and SUMMIT BROADBAND INC., (hereinafter "LICENSEE"). The parties agree as follows: ARTICLE 1. The Property 1.01 PARCEL OF LAND: LICENSOR owns a parcel of land at the following street address: 6652 Watergate Way, Naples, FL 34108, herein called ("LICENSOR's Land"). LICENSEE is in the communications business and desires to utilize land and be granted an access easement thereto, referred to herein collectively as the "LICENSED AREA", which is shown on attached Exhibit A. All personal property brought onto the LICENSED AREA by or on behalf of LICENSEE is referred to herein as "LICENSEE'S Property". Any personal property brought onto the LICENSED AREA by LICENSOR or on behalf of LICENSOR is referred to herein as "LICENSOR'S Property". LICENSEE accepts the LICENSED AREA `as is' without LICENSOR providing any improvements to or on the LICENSED AREA. LICENSEE shall also be required to construct a fence around the LICENSED AREA as well as appropriate landscaping as directed by LICENSOR'S representative. LICENSEE is granted the right to install and operate an auxiliary generator in order to operate its equipment during times of power outages at the LICENSED AREA. LICENSOR agrees for LICENSEE to only use a diesel generator and not gas-powered due to the nature of LESSOR'S operations at the LICENSOR'S PROPERTY. 1.02 PURPOSE OF AGREEMENT: LICENSOR hereby Licenses the LICENSED AREA to LICENSEE. This License is not a Franchise under any law, rule, or regulation. The LICENSED AREA for the purposes of this Agreement shall be defined as a parcel of land measuring approximately 20 feet by 30 feet equaling approximately 603 square feet plus an access easement thereto and an underground easement from the public road and/or adjacent property owner's property to the LICENSED AREA. If any easement documents require recordation in the Public Records of Collier County, LICENSEE shall pay all costs associated with the recordation of same. 1.03 SURVEY. LICENSOR and LICENSEE hereby agree that the LICENSED AREA has been be surveyed by a licensed surveyor at LICENSEE'S costs and is attached in Exhibit A. ARTICLE 2. Access Easement 2.01 LICENSOR hereby grants to LICENSEE a non-exclusive access easement (during the entire life of this License) for free access to the LICENSED AREA seven (7) days a week, twenty-four(24) hours a day to maintain and repair LICENSEE'S PROPERTY. LICENSOR shall grant LICENSEE'S employees, contractors, and invitees, with a mode of access for entry to the LICENSED AREA, and LICENSEE shall bear the cost of any security background check that may be required at LICENSOR'S PROPERTY. 6_E9 ARTICLE 3. License Term and Rent 3.01 RENT PAYABLE IN MONEY: This License has an initial term of ten (10) years from the Commencement Date written above on this License. The annual rent for this License shall be Four Thousand Two Hundred Dollars ($4,200) payable in full within fifteen days from the start date of this License and shall be due each year thereafter on the anniversary date of this License. All rental payments shall be made to the LICENSOR in care of Real Property Management at the address specified below in Section 11 of this License. Any amounts not paid promptly when due shall also accrue interest of (2%) per month or the highest interest rate then allowed by law, which interest shall be paid by LICENSEE to LICENSOR. 3.02 In addition to the amival rent for the LICENSED AREA as stated above, LICENSEE shall provide fiber optic connections, at no cost to the LICENSOR, to all Collier County Water- Sewer District (CCWSD) monitoring equipment, such as, but not limited to, lift stations, pump stations and IQ meters, within the geographical boundaries of the area known as Pelican Bay, as well as to any other communities where LICENSEE provides fiber optic service to such as, but not limited to, Barefoot Beach, Bridgewater Bay and the Vineyards and to any future communities within the CCWSD. 3.03 The LICENSEE and the LICENSOR shall be granted the right to terminate this License at any time, with or without cause, during any period of this License, by providing the other party with a ninety day written notice of its intention to terminate (a "Termination Notice")at the addresses set forth in this License. 3.04 RENT INCREASES: After the first full year of occupancy, the annual rent shall be increased by 3.5% compounded annually (for example: second year: $4,347; third year: $4,499.15; fourth year: $4,656.62, fifth year: $4,819.60). ARTICLE 4.Use of the Licensed Area 4.01 LICENSED AREA: LICENSEE shall use the LICENSED AREA to construct, remove, replace, maintain, secure and operate its communications facilities, consisting of equipment needed to operate a Hub Site. Subject to other provisions regarding approvals and technical specification related thereto, the Hub Site facilities may from time-to-time be modified, added to, or substituted. Each structure may be configured as requested by LICENSEE from time-to-time, provided LICENSEE, at is sole expense, obtains all permits and approvals required by all applicable jurisdictions, including LICENSOR, for each configuration. The LICENSEE shall he restricted to the height limitations established zoning as well as covenants and restrictions for the LICENSED AREA and shall adhere to those height restrictions, as well as to LICENSOR'S request of any proposed changes to the Hub Site, in which those reasonably requested changes by LICENSOR shall be at the expense of LICENSEE. All modifications, additions or alterations to the Hub Site shall be reviewed and approved by LICENSOR as provided in paragraph 4.20 below. S 16E9 4.02 PLANS REVIEW B Y LICENSOR: LICENSOR shall have the right to review and approve plans for any and all improvements installed within the LICENSED AREA, which approval shall not be unreasonably withheld or unreasonably delayed. Prior to commencing any construction, LICENSEE shall submit a copy of plans and specification for all improvements to LICENSOR for review and approval. No improvements, construction, installation or alteration shall be commenced until plans for such have been approved by LICENSOR's representative and permits have been issued to authorize such construction. LICENSOR's representative shall respond to LICENSEE'S proposed improvements within forty- five days from receipt of the request. All requests and replies shall be forwarded to the addresses set forth in this License. All improvements shall be constructed in a workmanlike manner and shall be completed in compliance with all applicable laws, rules, ordinances and regulations. Improvements to or within the LICENSED AREA (and within the easement access area) shall be at no expense to LICENSOR. LICENSEE shall maintain all of its improvements in a reasonable condition throughout the life of this License to the reasonable satisfaction of LICENSOR. LICENSEE shall allow LICENSOR free access to LICENSOR'S PROPERTY within the LICENSED AREA at all reasonable times that LICENSOR desires such access. 4.03 MAINTENANCE, REPAIR AND REPLACEMENT OF PROPERTY: LICENSEE shall maintain, repair, and replace the Hub Site, all of its equipment and all other of LICENSEE'S Property to the highest quality construction,repair and maintenance standards during the entire life of this License. LICENSOR shall maintain, repair, and replace LICENSOR'S equipment in order to protect the integrity of the Hub Site. LICENSOR agrees that any maintenance, repair and/or replacement performed on the LICENSOR'S Property shall be done in a workmanlike manner consistent with LICENSOR'S high quality construction standards. Any maintenance, repair, or replacement work performed on LICENSOR'S Property shall not interrupt or interfere with the operation of LICENSEE'S Hub Site or LICENSEE'S Equipment unless LICENSEE specifically agrees, in writing,to such interruption or interference. LICENSOR shall have the option to comment on such plans, specifications, and provide comments prior to the commencement of any maintenance, repair, or replacement work, and if LICENSOR shall require revisions to LICENSEE'S proposed plans and/or specifications for any maintenance, repair or replacement work, LICENSEE agrees to make those reasonable changes at LICENSEE'S sole cost and expense. LICENSEE shall not be required to obtain LICENSOR's prior review or approval for general maintenance work such as, but not limited to, repairing, maintaining, or replacing any of its equipment within the structure as seen in Exhibit A. LICENSOR shall provide LICENSEE with at least forty-eight (48) hours' notice prior to any maintenance, repair or replacement work that will require access to the Hub Site or LICENSED AREA, unless an emergency exists in which case notice shall be provided to LICENSEE not later than twenty-four (24) hours after access to the Hub Site or LICENSED AREA has occurred. LICENSEE shall have the right to have a representative present during any non-emergency maintenance, repair, or replacement by LICENSOR that will require access to the Hub Site or to the LICENSED AREA. S 16E9 4.04 BARE LICENSE TO PARK VEHICLES: If there is insufficient space to park LICENSEE'S vehicles within the LICENSED AREA, LICENSOR hereby grants to LICENSEE a maximum of three parking spaces, subject to availability of space for same, a bare license with no interest coupled thereto to park its respective motor vehicles on LICENSOR'S PROPERTY for short periods of time while LICENSEE'S is constructing, removing, replacing and/or servicing the Hub Site and/or its communications facilitates within the LICENSED AREA. If any damage is caused by LICENSEE or its employees, contractors, or invitees to LICENSOR'S PROPERTY or to LICENSOR's equipment which surrounds the LICENSED AREA, LICENSEE shall bear the sole cost for any repairs and/or replacement to LICENSOR'S damaged property and/or equipment. ARTICLE 5. Ownership of Property 5.01 DURING THE LIFE OF THIS LICENSE: The Hub Site Equipment shall remain the property of LICENSEE during the life of this License and after termination of this License. Any other property brought onto the LICENSED AREA by or on behalf of the LICENSEE shall remain the property of LICENSEE during the life of this License and after termination of this License. All property brought upon the LICENSED AREA by LICENSOR shall remain the property of LICENSOR during the life of this License anJ after the termination of this License. 5.02 AT EXPIRATION OR TERMINATION OF LICENSE: Upon expiration or termination of this Agreement, LICENSEE shall, at no cost to LICENSOR, remove the Hub Site Equipment and all of its other property from the LICENSED AREA. ARTICLE 6. Early Termination of this License by LICENSEE If any of the following events (6.01 through 6.05) occur, LICENSEE has the right to immediately terminate this License by giving written notice to LICENSOR of such termination before three hundred and sixty-five (365)days of the Commencement Date. 6.01 LICENSEE determines, in its sole discretion, that it will be unable to obtain all necessary Governmental Approvals for LICENSEE'S intended use of and improvements to the LICENSED AREA as desired by LICENSEE; or 6.02 LICENSEE'S application for any Governmental Approvals necessary for LICENSEE'S use of the LICENSED AREA and/or LICENSEE's Property and improvements desired by LICENSEE is denied; or 6.03 Any Governmental Approvals necessary for LICENSEE'S use of the LICENSED AREA and/or improvements to the LICENSED AREA, whether now or hereafter desired by LICENSEE, have been cancelled, have expired, have lapsed or have otherwise been withdrawn, terminated or denied to that LICENSEE, in its reasonable judgment, determines that it will no longer be able to use the LICENSED AREA for LICENSEE'S intended uses; or Ca) - - 16E9 E9 6.04 If LICENSEE determines that the LICENSED AREA has become unsuitable for LICENSEE'S operations due to changes in system design or network design or in the types of equipment used in such operations, or LICENSEE'S operations at the Property become unprofitable. ARTICLE 7.Assignment and Subletting 7.01 ASSIGNMENT: Except to a "Partner Company", "Affiliate", or "Subsidiary", LICENSEE shall not assign this License, or allow it to be assigned, in whole or in part, by operation of law or otherwise. LICENSEE shall not mortgage or pledge this License or any of LICENSEE'S property, or any part thereof, nor sublet any part of the Hub Site or other of LICENSEE'S Property without the prior written consent of LICENSOR. Any assignment or other transfer not authorized by LICENSOR, in writing, shall be void ab initio. 7.02 LICENSEE OBLIGATIONS: No consent by LICENSOR to any assignment, License, sublease/sublicense, or any other transfer by LICENSEE shall relieve LICENSEE of any obligation to be performed by LICENSEE under this License, whether arising before or after the assignment, sublease/sublicense, or other transfer. The consent by LICENSOR to any assignment, sublease/sublicense, or other transfer, shall not relieve LICENSEE from the obligation to obtain LICENSOR'S express written consent to any other or subsequent assignment(s),sublease(s)/sublicense(s)or other transfer(s). 7.03 SALE OR TRANSFER: Any sale or other transfer, including by consolidation, merger, or reorganization by sale or transfer of a majority of the then outstanding voting stock of LICENSEE or any sale or other transfer of a majority interest (whether of profits, losses, capital, or voting power)shall not be an assignment for purposes of this Section 7. ARTICLE 8. Utilities 8.01 LICENSEE shall be directly responsible to all serving entities for all utility services used at the LICENSED AREA. LICENSOR agrees to cooperate with LICENSEE in its efforts to obtain utilities from any location provided by the LICENSOR or by any other servicing utility, but at no cost to LICENSOR. ARTICLE 9. Indemnification,Insurance, Assumption of Risk 9.01 INDEMNIFICATION: LICENSEE hereby agrees to indemnify and hold LICENSOR harmless from and against any and all claims of liability for personal injury or property damage to the extent that they result from or arise out of: (1) the acts or omissions of LICENSEE, its agents and employees in, on or about the LICENSED AREA and/or the easement access area, excepting however such claims or damages as may be due to or caused solely by the acts or omissions of LICENSOR, its employees or agents; and/or (2) LICENSEE'S breach of any term or condition of this License on LICENSEE'S part to be observed or performed. To the extent then allowed by Section 768.28, Florida Statutes, LICENSOR hereby agrees to indemnify and hold LICENSEE harmless from and against any and all claims of liability for personal injury or property damage to the extent that they result from or arise directly out of: (1) the acts or omissions of LICENSOR, its agents and employees in, on or about the LICENSED 16E9 AREA and/or access easement area, excepting, however, such claims or damages as may be due to or caused solely by the acts of LICENSEE, its employees or agents, and/or (3) LICENSOR's breach of any term or condition of this License on LICENSOR'S part to be observed or performed. 9.02 INSURANCE: LICENSEE will provide LICENSOR with a certificate of insurance, issued by an insurance company licensed to do business in the State of Florida proving that LICENSEE then carries comprehensive general liability insurance with limits of liability thereunder of not less than One Million Dollars ($1,000,000.00) combined singled limit for bodily injury and/or property damage together with an endorsement for contractual liability. Such insurance shall name LICENSOR as an additional insured with respect to the LICENSED AREA with respect to LICENSEE'S Property. LICENSEE will provide LICENSOR with a renewal certificate within ten (10) business days of LICENSOR'S request for such certificate. Any insurance required to be provided by LICENSEE under this Paragraph may be provided by blanket insurance policy covering the LICENSED AREA and LICENSEE'S Property and other locations of LICENSEE, provided such blanket insurance policy complies with all of the other requirements of this License with respect to the type and amount of insurance required. LICENSOR cannot be certain that the specific insurance requirements specified in this License will be adequate with the passage of time; therefore, LICENSOR reserves the right to reasonably amend the insurance requirements by issuance of Notice in writing to LICENSEE, whereupon receipt of that Notice LICENSEE shall have sixty (60) days in which to obtain the required additional insurance, unless,for good cause, LICENSOR requires that such insurance be acquired in less than sixty (60) days. LICENSOR shall provide LICENSEE with a certificate of insurance, issued by an insurance company licensed to do business in Florida indicating that LICENSOR carries comprehensive general liability insurance with limits of liability thereunder of not less than One Million Dollars ($1,000,000.00) combined single limit for bodily injury and/or property damage, together with an endorsement for contractual liability. LICENSOR will provide LICENSEE with a renewal certificate within ten (10) business days of LICENSEE'S request for such certificate. 9.03 WAIVER OF SUBROGATION: Each such policy described in the paragraph above, shall be written so as to provide that the insurance company waives all rights of recovery by way of subrogation it may have against LICENSOR or LICENSEE in connection with any loss and/or damage covered by such policy. The LICENSOR and LICENSEE agree and hereby release each other with respect to any claim (including a claim for negligence) which the other party may have against such party for loss, damage or destruction of, or liability for damages to, the LICENSED AREA and/or LICENSEE'S property occurring during the term of this License, as same may be extended, and normally covered under a fire insurance policy with extended coverage. Notwithstanding anything contained in this License to the contrary, the provisions of this Paragraph shall control. 9.04 ASSUMPTION OF RISK BY LICENSEE: LICENSEE accepts the LICENSED AREA "as is". LICENSEE, for its officers, agents, affiliates, contractors, materialmen, suppliers, laborers, and employees hereby undertakes and assumes all risk of dangerous conditions, if any, on the LICENSED AREA and on the access easement area, and hereby agrees to indemnify and hold harmless LICENSOR and all users against and from any claim asserted or 16E9 liability imposed upon LICENSOR or any User for personal injury or property damage to any person (other than from LICENSOR'S gross negligence) arising out of the LICENSEE'S installation, operation, maintenance, condition or use of the LICENSED AREA and/or the access easement area, or LICENSEE'S failure to comply with any federal, state, or local law, ordinance,rule or regulation. ARTICLE 10. LICENSEE Defaults 10.01 EVENT OF DEFAULT: The occurrence of any one or more of the following events shall constitute an "Event of Default"of this License by LICENSEE: a) The failure by LICENSEE to make any payment of rent as and when due. b) The failure by LICENSEE to observe or perform any of the covenants or provisions of this License to be observed or performed by LICENSEE, where such failure shall continue for a period of thirty (30) days after written notice thereof is received by LICENSEE from LICENSOR; provided, however, that it shall not be deemed an Event of Default by LICENSEE if LICENSEE shall commence to cure such failure within said thirty (30) day period and thereafter diligently prosecutes such cure to full completion. c) If LICENSEE abandons or vacates the LICENSED AREA after a period of sixty days. d) To the extent allowed by law, if LICENSEE is adjudicated bankrupt or makes any assignment for the benefit of creditors or if.LICENSEE becomes insolvent. 10.02 TERMINATION OF LICENSE BY LICENSOR: If there occurs an Event of Default by LICENSEE, in addition to any other remedies available to LICENSOR at law or in equity, LICENSOR may elect to terminate this License and all rights of LICENSEE hereunder. 10.03 LICENSOR'S REMEDIES: In the event of a material default of this License by LICENSEE, LICENSOR shall have the right, at its option, in addition to and not exclusive of any other remedy LICENSOR may have by this License or by operation of law, without any further demand or notice, to either (a) declare this License at an end. If ordered by LICENSOR, LICENSEE shall immediately remove the Hub Site Equipment and LICENSEE'S PROPERTY as specified by LICENSOR, and LICENSEE shall then pay to LICENSOR a sum of money equal to the total of (1) the amount of unpaid rent, if any, then accrued through the date of termination; (2) the amount by which the unpaid rent reserved for the balance of the term; and (3) any other amount necessary to compensate LICENSOR for all detriment proximately caused by LICENSEE's failure to perform its obligations under the License. rr � ( 16E9 ARTICLE 11. Notices 11.01 Notices: All notices hereunder shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail to the following addresses, or at such other address as the receiving party shall designate in writing: To the LICENSEE: Summit Broadband,Inc. 24017 Production Circle Bonita Springs, Florida 34108 Attention: Frank Mambuca To the LICENSOR: Public Utilities Administrator 3339 Tamiami Trail East, Suite 302 Naples, Florida 34112 cc: Real Property Management, Leasing Agent 3335 East Tamiami Trail, Suite 101 Naples, Florida 34112 ARTICLE 12. Sale or Transfer of the Licensed Area by LICENSOR 12.01 The LICENSED AREA is within a wastewater treatment plant site. LICENSOR has no plans to sell or otherwise convey away any part of or any interest in any part of the LICENSED AREA to LICENSEE or any other person or entity. Should LICENSOR, at any time during the life of this License, sell, License, transfer or otherwise convey all or any part of the LICENSED AREA, to any transferee other than LICENSEE, then such transfer shall be under and, during the entire term of this License, shall be subject to this License and all of LICENSEE's rights hereunder. ARTICLE 13. Hazardous Substances 13.01 HAZARDOUS SUBSTANCES ON PROPERTY. LICENSOR has no knowledge that LICENSOR nor any other person or entity has used, generated, stored or disposed of, or permitted the use, generation, storage or disposal of any Hazardous Material on, under, about or within any part of LICENSOR'S Property in violation of any law or regulation. LICENSOR and LICENSEE each agrees that it will not use, generate, store, or dispose of any Hazardous Material (as defined in Paragraph 13.02, below) on, under, about or within LICENSOR'S Property in violation of any applicable law or regulation. LICENSOR and LICENSEE each agrees to defend and indemnify the other and the other's partners, affiliates, agents and employees against any and all losses, liabilities, claims and/or costs (including reasonable attorneys' fees and costs) arising from any breach of any warranty or agreement. As used in Paragraph 13.01., "Hazardous Material" shall mean any substance, chemical or waste identified as hazardous, toxic, or dangerous in any applicable federal, state or local law or regulation(including petroleum and asbestos). 16E9 ARTICLE 14. Condemnation 14.01 Whole Condemnation. Because LICENSOR is a governmental entity and few condemners have authority to condemn the LICENSED AREA, it is unlikely that the LICENSED AREA will ever be condemned. If the LICENSED AREA, including without limitation any of LICENSEE'S Property, shall be taken or condemned, either temporarily or permanently, for public purposes, or sold to a condemning authority under threat of condemnation to prevent taking, then this License shall automatically terminate as of the date of the taking, condemnation, or sale. . ar oN shall taken or con14de02 mnedP, either rtial Con temporardemnily ation.or If perany mapontion ently,f for the public LICE puSED rpAREA oses, or sold be to a convening authority under threat of such condemnation to prevent taking, then LICENSOR agrees that LICENSEE may use and/or construct upon an alternative portion of LICENSOR'S Property that is suitable for LICENSEE'S purposes, provided such suitable space is available. The exact site to which LICENSEE may relocate will be determined by LICENSOR, and it may be any portion of LICENSOR'S Property (or other property owned or controlled by LICENSOR), provided LICENSEE approves the new site as being suitable to LICENSEE'S intended use. LICENSOR will designate a site to which LICENSEE may relocate prior to the taking, condemnation or sale. In the event no alternative portion of the LICENSOR'S Property is suitable for LICENSEE's purposes, then this License shall forthwith automatically terminate as of the date of the taking, condemnation, or sale. 14.03 Condemnation Award. LICENSOR shall receive the entire condemnation award for the land and all other improvements as were paid by LICENSOR. LICENSEE hereby expressly assigns to LICENSOR any and all rights, title, and interests of LICENSEE now or hereafter arising in and to any such award. LICENSEE shall have the right to recover from the condemnor, but not from LICENSOR, any compensation as may be awarded to LICENSEE on account of the taking of its Leasehold interest, moving and relocation expenses, and depreciation to and removal of personal property and fixtures of LICENSEE from the LICENSED AREA. ARTICLE 15. Liens 15.01 LICENSEE shall keep LICENSED AREA free from any liens arising out of any work performed, materials furnished.. or obligations incurred by or on behalf of LICENSEE. LICENSEE shall, within twenty (20) days following the imposition of any such lien, cause the same to be released of record either by payment thereof or by posting of a proper bond in accordance with Section 713.24, Florida Statutes. No work which LICENSEE performs or has performed within the LICENSED AREA shall be deemed to be for the use and benefit of LICENSEE so that no mechanics or other lien shall be allowed against the estate of LICENSOR by reason of LICENSOR's consent to any such work. LICENSEE and/or LICENSOR may, at is election, post notices in the LICENSED AREA advising that LICENSOR is not responsible for payment for any such work. 16E9 E9 ARTICLE 16.Fire and Other Casualty Damage 16.01 If the Hub Site Equipment and/or related facilities is/are totally or substantially destroyed by an act or occurrence beyond the control of LICENSEE, LICENSEE may terminate this License effective on the date of such occurrence, or LICENSEE may elect to rebuild and or replace the Hub Site Equipment. If LICENSEE elects to terminate this License under this provision, any unearned rent for the remainder of that License year shall be refunded by LICENSOR to LICENSEE provided LICENSEE has not otherwise breached this License to the monetary detriment of LICENSOR or to any user. • ARTICLE 17. Taxes 17.01 NET-NET LICENSE. This is a net-net License as to LICENSOR. LICENSEE shall be liable for and shall pay to the applicable taxing authority if billed directly to LICENSEE, or to LICENSOR if billed to LICENSOR, upon thirty (30) days prior written notice from LICENSOR, any and all taxes and assessments levied against any personal property or trade or other fixtures placed by LICENSEE in or about the LICENSED AREA. 17.02 PROPERTY TAXES. LICENSOR'S Property is not now subject to any real property taxes. Nevertheless, LICENSEE shall pay (as additional rent) real property taxes, if any, that may be levied against the LICENSED AREA and/or against LICENSOR'S Property as a result of this License and/or any improvements constructed on the LICENSED AREA by LICENSEE and/or any licenses other than LICENSOR. LICENSEE shall not be responsible for any increases in real property taxes which are a result of tax assessment of LICENSOR'S Property due to improvements made by LICENSOR or any third parties acting under LICENSOR. 17.03 TAX ALTERATIONS. If hereafter laws of taxation are altered so that if any new tax, any payment "in lieu of" or "as a substitute for" all or any portion of any taxes and/or special assessments are imposed on any of the tangible and/or intangible property, such obligations shall be assumed and be paid by LICENSEE except any such payments directly attributable to communications equipment installed on the site by LICENSOR or through LICENSOR. This assumption shall not preclude LICENSEE from contesting any and all such obligations. ARTICLE 18. Quiet Enjoyment and Non-Interference 18.01 LICENSOR warrants and agrees that LICENSEE, upon paying the rent and performing all covenants herein provided, shall peaceably and quietly have and enjoy the LICENSED AREA. LICENSOR warrants and agrees that LICENSOR is seized of good and sufficient title to and interest in the LICENSED AREA and has full authority to enter into and execute this License and that LICENSOR knows of no liens, judgments or impediments of title on the LICENSED AREA that would affect this License. 16 E9 ARTICLE 19. Miscellaneous 19.01 ATTORNEYS' FEES. If either party institutes any action or proceeding in court to enforce any provision hereof, such as an action for damages for any alleged breach of any provision hereof, then the prevailing party in such action or proceeding shall be entitled to receive from the non- prevailing party such amount as the court may adjudge to be reasonable attorneys' fees for the services rendered to the prevailing party, together with its other reasonable litigation expenses. 19.02 FAILURE TO CURE CURABLE BREACH. If either party breaches this License in any manner and fails to commence to cure such breach within thirty(30) days after receiving a written notice from the other party exactly specifying the violation(or if the breaching party fails thereafter to diligently prosecute the cure to completion), then the non-breaching party may enforce each of its rights and remedies under this License or provided by law or it may (although it shall not be obligated to do so) cure that breach or perform the breaching party's obligations (on the breaching party's behalf and at the breaching party's expense) and require the breaching party to reimburse all reasonable expenses incurred in doing so, plus interest (from the date such expenses are incurred until reimbursement) at twelve percent(12%)per annum. 19.03 SEVERABILITY. If any portion of this License, is declared by a court of competent jurisdiction to b° invalid or unenforceable, then such portions shall be deemed modified to the extent necessary in such court's option to render such portion enforceable and, as so modified, such portion and the balance of this License shall continue in full force and effect. 19.04 INJUNCTION AND EQUITABLE RELIEF. In addition to all other remedies provided for in this License, LICENSOR and LICENSEE shall be entitled to immediate restraint by injunction (or any other appropriate equitable remedy) of any violation of any of the covenants, conditions or provisions of this License. 19.05 CAPTIONS. The captions of the paragraphs used in this License are for convenience of reference only and shall not affect the interpretation of this License. 19.06 GOVERNMENT APPROVALS BY LICENSEE. LICENSOR acknowledges that LICENSEE'S ability to use the LICENSED AREA and LICENSEE's Property for its intended purpose is contingent upon LICENSEE obtaining and maintaining, both before and after the Commencement Date, all certificates, permits, licenses and other approvals that may be required by any federal, state and/or local authority including LICENSOR, for the foregoing uses and improvements to the LICENSED AREA described in this LICENSE. LICENSOR agrees to cooperate with LICENSEE in LICENSEE'S efforts to obtain such governmental approvals and LICENSOR shall take no action that would adversely affect LICENSEE'S obtaining or maintaining such governmental approvals. Signatures appear on the following page. 1 6 E ?IN IN WITNESS WHEREOF, LICENSOR and LICENSEE have duly executed this License Agreement as of the day and year first above written, AS TO LICENSEE: SUMMIT 'OA BAN* INC Date: a—21 Frank Mambuc:, STATE OF FLORIDA: City/County of 4 in / On t , =g b oot( Z1 ) 2,01 Li , 2014, before me, a Notary Public, personally appeared 1:%-fc;LAW n-,)30 Cc\ , personally known to me or proven to me or proven to me on the basis of satisfactory evidence to be the person whose name is subscribed to the foregoing in- rument and acknowledged to me that he/she executed the same, and that by his/her s' attire on the instrument the person, or the entity upon whose behalf the person acted, e cuted the instrument. // Witness my hand and official seal. e-e 1W (4 CPI NOTARY PUBLIC SCOTT A.TONARELLI My Commission Expires: 106 j, ) 2-0 ) 1 Notary Public-State ot Florida My Comm.Expires Nov 1,2015 Commission I EE 110730 AS TO THE LICENSOR: DATE: /V ATTEST: DWIGHT E, BROC-K,Clerk BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY,:FLORIDA. AS THE GOVERNING BODY OF COLLIER COUNTY AND AS EX-OFFICIO THE GOVERNING BOARD OF THE COLLIER COUNTY WA -ER-SEWER:DISTRICT , . Clerk TOM HENNING, Cha i n/r ir nniv. Approved as to form and legality: — — Jennifer . Belpedio,1/4stant County Attorney 0—C 1 Exhibit A(1 of 3) 16 E9 _ . N56644'41'E 3- 6 SOUTHERLY MOST CORNER S56°44'41'W 566.41 .4,./ P OF PARCEL '0' E0' r w LINE TABLE L4 .W/1' o, LINE LENGTH BEARING LII a a+ Ll 48.23(P) N 53'39'19' E tn I ° L2 94.98(P) S 36620'41' E L__ -6/ ai a L3 72,04(P) S 53'39'19' W L6,11 L9 cmi cO 52 20 L4 5,25 N 60'20'12' E 1 L5 36.00 N 29'39'48" W off 3 L6 51.00 S 60.20'12` W AIM a L7 53.50 N 17'36'53' E L8 9.79 N 11`20'17' W I ° L9 5.00 S 60°20'12' W �F 1 N L1 36.00 S 69639'48' E y Z L11 50.75 N 60°20`12" E Y/� 8I co so PARCEL `M" P,B,I.D, UTILITY SITE �1pt. (O,R, 1536, W 12.00 AC,± 11 PGS. 1865-1878) °' (O,R. 1393, PG. 1235) W (O.R. 3755, PG, 2127) N II o,il I�. I� PART OF PARCEL '❑' �I><n n PELICAN BAY, UNIT TWO Mli iiv o (PB. 12, PGS. 74-79) to ! l l 3 I I S II r "L_Sb0'04'45'4 \II. er Z Itn \ p149 '24f98"�JJ $ Y - 12238 �YK _�0 P,B,I,D. UTILITY SITE \`.Y A°- \ >': L8 S61.40'4I' W - - I W Q, Gi, co ° A f � CLUB @ PELICAN BAY 14 se. AREA .t.°4 zif L3 N J NOT A SURVEY SHEET 1 OF 2 for: project: PELICAN BAY I SUMMIT BROADBAND-UTILITY EASEMENT title: 'date: SKETCH AND DESCRIPTION OF UTILITY EASEMENT FEB.3,2014 11 1111 scale: book: ■ .. Air_ Certificate of Authorization Noe. L13 3884 and ES 3864 1"=120' Page: 1 Li i.. Fax: (239)588-2203 "`T-BARBER & project view: MB I 'UNDAGE, sac. n°" 14-0011 Professional engineers, planners, & land surveyors aced: file no: Collier County: Suite 200. 7400 Tamiamd Trail, Korth; Naples, FL 34108 (239)597-3111 11057-SD 11057 • OdD\ _ . ... 16E9 • LEGAL DESCRIPTION OF A UTILITY EASEMENT PART OF PARCEL"0" PELICAN BAY UNIT TWO IP.B.12,PAGES 74-79) COLLIER COUNTY,FLORIDA ALL THAT PART OF PARCEL"0",PELICAN BAY UNIT TWO.ACCORDING TO TTIE PLAT THEREOF AS RECORDED IN PLAT BOOK 12,PAGES 74-79,PUBLIC RECORDS OF COLLIER COUNTY,FLORIDA,BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHERLY MOST CORNER OF PARCEL"O"PELICAN BAY UNIT TWO AS RECORDED IN PLAT BOOK 12 PAGES 74 THROUGH 79 PUBLIC RECORDS OF COLLIER COUNTY,FLORIDA; THENCE NORTH 56°44'41"EAST ALONG THE SOUTTIERLY LINE OF SAID PARCEL-O"A DISTANCE OF 236.76 FEET TO THE POINT OF BEGINNING OF A 10.00 FEET WIDE UTILITY EASEMENT LYING 5.00 FEET ON EACH SIDE OF THE FOLLOWING CENTERLINE BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: THENCE LEAVING SAID SOUTHERLY LINE NORTH 11'50'39"WEST A DISTANCE OF 111.50 FEET TO POINT"A"AND THE POINT OF TERMINUS OF THE CENTERLINE HEREIN DESCRIBED; AND BEGINNING AT TIIE AFORESAID POINT"A"NORTIf 60°2C/12"EAST A DISTANCE OF 5 25 FEET, THENCE NORTII 29'39'48"WEST A DISTANCE OF 3600 FEET; THENCE SOIIFIS 60°20'12"WEST A DISTANCE.OF 51.00 FEEL TO POINT"B" THENCE NCE CONTINUING SOUTH 60°20'12"WEST A DISTANCE OF 5 00 FEI:1'; THENCE SOUTH 29'39'48"EAST A DISTANCE 0E36.00 FEET, THENCE NORTH 60'-20'12"EAST A DISTANCE OF 50 75 FEET TO POINT"A"AND'PIE POINT OF BEGINNING OF THE PARCEL HEREIN DESCRIBED. • AND BEGINNING AT THE AFOREMENTIONED POINT"B"SAID POINT BEING TICE BEGINNING OF A 1000 FEET WIDE UTILITY EASEMENT LYING 5.00 FEET ON EACH SIDE OF THE FOLLOWING CENTERLINE BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: THENCE NORTI 1 203048"WEST A DISTANCE OF 143.78 FEET: THENCE NORTH 17`36'53"EAST A DISTANCE OF 53.50 FEET; THENCE NORTH 28'43'29"WEST A DISTANCE OF 96.14 FEET; THENCE NORTH 27"5534"WEST A DISTANCE OF 341.311 FEET TO POINT"C"; THENCE CONTINUE NORTH 27°55'34"WEST A DISTANCE OF 75.57 FEET: THENCE NORTH 56'15'03"EAST A DISTANCE OF 147.96 FEET; THENCE NORTH 49'18'29"EAST A DISTANCE OF 122.30 FEET; THENCE NORTH 16'29'31"EAST A DISTANCE OP 101.06 FEET: THENCE NORTH 1 1'20`11-WEST A DISTANCE OF 9.79 FEET TO AN INTERSECTION WITH TI IE NORTHERLY LINE OF THE PELICAN BAY MAINTENANCE AREA AND THE POINT OF TERMINUS OF THE CENTERLINE HEREIN DESCRIBED. AND BEGINNING AT THE AFOREMENTIONED POINT"C"SAID POINT BEING THE BEGINNING OF A 1000 FEET WIDE UTILITY EASEMENT LYING 5.00 FEET ON EACH SIDE OF TIIE FOLLOWING CENTERLINE BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: THENCE SOUTH 60'14'45"WEST A DISTANCE OF 153.76 FEET: TH I:NCE NORTH 68=46'14"WEST A DISTANCE OF 208.35 FEET TO THE POINT OF TERMINUS OF TIIE CENTERLINE HEREIN DESCRIBED CONTAINING"A TOTAL OF 16,911 S.F.L - • AGNOLI,:•RISER&BRUNDAGE,INC. jig GUY P.A•A.r., P.S.M.4390 GENERAL NOTES: I.DIMENSIONS ARE 1. FEET AND DECIMALS THEREOF. 5.BEARINGS ARE BASED ON PELICAN BAY UNIT 2 PLAT. 2. P.O.B. POINT OF B:GINNING 6. P.B.1.D. PELICAN BAY IMPROVEMENT DISTRICT 3. P.O.C. POINT OF C. SMENCEMENT 7. (PI-PLATTED 4. P.O.T.=POINT OF TERMINUS 8. REF:OR 3755,PG 2127 SHEET 2 OF 2 for: I project: PELICAN BAY SUMMIT BROADBAND-UTILITY EASEMENT title: SKETCH AND DESCRIPTION OF UTILITY EASEMENT date: FEB.3,2014 • •' scale: book: •_. GNOLI Certificate of Authorization Noe. 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