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Agenda 01/10/2012 Item #16E21/10/2012 Item 16.E.2. EXECUTIVE SUMMARY Recommendation to approve an Antenna Site Agreement and an Addendum to Antenna Site Agreement with SBA Towers ll, LLC, for communications tower space needed for the County's SafePoint Location System, a component of the County's 800 MHz public safety radio network, at a first year's rent cost of $7,800. OBJECTIVE: The County requires communications tower space and ground -level equipment space owned by SBA Towers II, LLC, at their location at 19665 Immokalee Road, Immokalee, for the installation and operation of communications equipment in order to operate the SafePoint Location System that was approved by the Board of County Commissioners (Board) on June 26, 2007, Agenda Item 10 C. CONSIDERATIONS: The initial term for the Antenna Site Agreement (Agreement) shall be for five (5) years. The Agreement contains a provision for the County to extend the Agreement for four (4) separate terms of five (5) years each, provided it is not in default of any of the terms of the Agreement. The attached Agreement has been reviewed by the Information Technology Department and Risk Management Department concerning insurance coverage at the subject property, and by the Office of the County Attorney for legal sufficiency. FISCAL IMPACT: The annual rent of $7,800, which shall be paid in equal monthly installments of $650 each, and any utility charges, as well as any and all installation, maintenance, and operational charges shall be paid from the 800MHz Inter - Governmental Communications Program account number 188 - 140480- 644600. The annual rent shall be increased by 3.5% annually. GROWTH MANAGEMENT IMPACT: There is no impact to the Growth Management Plan. LEGAL CONSIDERATIONS: The attached Antenna Site Agreement and an Addendum to Antenna Site Agreement have been reviewed and approved by the Office of the County Attorney for legal sufficiency. — SRT RECOMMENDATION: That the Board of County Commissioners approves and authorizes its Chairman to execute the attached Antenna Site Agreement and the Addendum to Antenna Site Agreement with SBA Towers II, LLC. PREPARED BY: Michael Dowling, Sr. Property Management Specialist, Real Property Management, Facilities Management Department Packet Page -1255- COLLIER COUNTY Board of County Commissioners Item Number: 16.E.2. 1/10/2012 Item 16.E.2. Item Summary: Recommendation to approve an Antenna Site Agreement and an Addendum to Antenna Site Agreement with SBA Towers II, LLC, for communications tower space needed for the County's SafePoint Location System, a component of the County's 800 MHz public safety radio network, at a first year's rent cost of $7,800. Meeting Date: 1/10/2012 Prepared By Name: DowlingMichael Title: Property Management Specialist, Senior,Facilities 12/9/2011 1:56:01 PM Submitted by Title: Property Management Specialist, Senior,Facilities Name: DowlingMichael 12/9/2011 1:56:03 PM Approved By Name: DalyJohn Date: 12/12/20119:51:59 AM Name: SmithKristen Title: Administrative Secretary,Risk Management Date: 12/12/20113:51:05 PM Name: CampSkip Title: Director - Facilities Management,Facilities Manage Date: 12/14/2011 11:08:52 AM Name: SmithKristen Title: Administrative Secretary,Risk Management Date: 12/28/2011 8:52:39 AM Packet Page -1256- Name: BerriosMike Title: Manager - Network Operations,Information Technology Date: 12/28/2011 10:38:23 AM Name: KlatzkowJeff Title: County Attorney, Date: 12/28/20112:53:58 PM Name: PriceLen Title: Administrator - Administrative Services, Date: 12/29/20116:58:25 AM Name: KlatzkowJeff Title: County Attorney, Date: 12/29/20119:08:12 AM Name: FinnEd Date: 1/3/2012 12:41:44 PM Name: KlatzkowJeff Title: County Attorney, Date: 1/3/2012 1:49:02 PM Name: IsacksonMark Title: Director -Corp Financial and Mgmt Svs,CMO Date: 1/3/2012 2:16:50 PM Packet Page -1257- 1/10/2012 Item 16.E.2. Site ID: FL13632 -A -06 Site Name: Immokalee 11 ANTENNA SITE AGREEMENT 1. Premises and Use. SBA TOWERS 11 LLC, a Florida limited liability company ( "Owner") leases to COLLIER COUNTY, a political subdivision of the State of Florida, whose mailing address is 3299 East Tamiami Trail, Suite 303, Naples, Florida 34112 ( "Tenant "), the site described below: Tower antenna space; Ground space for placement of Pad or Shelter ( "Shelter") for Tenant's base station equipment consisting of approximately 6.25 square feet; and space required for Tenant's cable ladders, cable runs and cable bridges to connect telecommunications equipment and antennas, in the location shown on Exhibit A, together with a non - exclusive easement for reasonable access thereto and to the appropriate, in the discretion of Tenant, source of electric and telephone facilities (collectively, the "Site "). The Site will be used by Tenant for the purpose of installing, removing, replacing, modifying, maintaining and operating, at its expense, a telecommunications service system facility consisting of the antenna(s) and related equipment set forth on Exhibit B (the "Equipment"). If Tenant desires to place equipment on the Site in addition to that listed on Exhibit B, Owner and Tenant will negotiate the placement of the additional equipment and the associated increased rent. The placement of substitution equipment in accordance with Section 9 shall not constitute additional equipment unless the same shall utilize additional space or capacity. Tenant will use the Site in a manner which will not unreasonably disturb the occupancy of Owner's other tenants. 2. Term. The "Initial Term" of this Agreement shall be five (5) years beginning on the date set forth below ( "Commencement Date ") and terminating on the fifth anniversary of the Commencement Date. This Agreement will automatically renew for four (4) additional terms (each a "Renewal Term') of five (5) years each, unless either party provides notice to the other of its intention not to renew not less than one hundred and twenty (120) days prior to the expiration of the Initial Term or any Renewal Term. COMMENCEMENT DATE: The earlier of the date Tenant begins installation of its Equipment at the Site or December 1, 2011. 3. Rent. Beginning on the Commencement Date rent will be paid in equal monthly installments of Six Hundred Fifty and no /100 Dollars ($650.00) ( "Rent "), in advance, due on the first day of each month, partial months to be prorated on a thirty (30) day month. Rent will be increased annually on the anniversary of the Commencement Date (during the Initial and all Renewal Terms) by 15 %0 of the monthly rate in effect for the prior year. This Agreement shall be effective on the date last executed by the parties. ANTSITE 6 -18 -08 Mach 11, 2011 1/10/2012 Item 16.E.2. Tenant Site ID: Tenant Site Name: Corkscrew 2 4. Security Deposit. Intentionally omitted. 5. Title and Quiet Possession. Owner represents and agrees (a) that it is in possession of the Site as lessee under a ground lease ( "Ground Lease "); (b) that if applicable, upon request from Tenant, Owner will provide to Tenant a copy of the Ground Lease with financial and other confidential terms redacted; (c) that it has the right to enter into this Agreement; (d) that the person signing this Agreement has the authority to sign; and (e) that Tenant is entitled to the quiet possession of the Site subject to zoning and other requirements imposed by governmental authorities, any easements, restrictions, or encumbrances of record throughout the Initial Term and each Renewal Term so long as Tenant is not in default beyond the expiration of any cure period. Notwithstanding anything to the contrary contained in this Agreement, if the Site is subject to a Ground Lease, either party may terminate this Agreement without further liability upon the termination or expiration of Owner's right to possession of the Site under the Ground Lease. Owner will not do, attempt, permit or suffer anything to be done which could be construed to be a violation of the Ground Lease. This Agreement is subordinate to any mortgage or deed of trust now of record against the Site. Promptly after this Agreement is fully executed, if requested by Tenant, Owner will request the holder of any such mortgage or deed of trust to execute a non - disturbance agreement in a form provided by Tenant, and Owner will cooperate with Tenant at Tenant's sole expense toward such an end to the extent that such cooperation does not cause Owner additional financial liability. Tenant will not, directly or indirectly, on behalf of itself or any third party, communicate, negotiate, and /or contract with the lessor of the Ground Lease, unless Owner's rights under the Ground Lease have been terminated. 6. Assignment!Subletting. Tenant may not assign or transfer this Agreement without the prior written consent of Owner, which consent will not be unreasonably withheld, delayed or conditioned. However, Tenant may assign without the Owner's prior written consent to any party controlling, controlled by or under common control with Tenant provided that the assuming party has comparable credit quality to that of Tenant. Tenant may not sublease this Agreement. In no event will Tenant be relieved of any obligations or liability hereunder. 7. Access and Security. Tenant will have the reasonable right of access to the Tower where its Equipment is located; provided that Tenant must give Owner forty -eight (48) hours prior notice. Tenant will Packet Page -1258- Tenant Initials: Owner Initials: (SBA Site ID: FL13632 -A -06 Site Name: Immokalee It have unrestricted access twenty -four (24) hours a day seven (7) days a week to its Pad or Shelter. In the event of an emergency situation which poses an immediate threat of substantial harm or damage to persons and /or property (including the continued operations of Tenant's telecommunications equipment) which requires entry on the Tower, Tenant may enter same and take the actions that are required to protect individuals or personal property from the immediate threat of substantial harm or damage; provided that promptly after the emergency entry and in no event later than twenty -four (24) hours, Tenant gives telephonic and written notice to Owner of Tenant's entry onto the Site. 8. Notices. All notices must be in writing and are effective when deposited in the U.S. mail, certified and postage prepaid, or when sent via overnight delivery, to the address set forth below, or as otherwise provided by law. Tenant: Board of County Commissioners c/o Real Estate Services Department 3335 Tamiami Trail East, Suite 101 Naples, FL 34112 -5356 Copy to: Telecommunications Manager Owner: SBA Towers 11 LLC 5900 Broken Sound Parkway N.W. 2nd Floor Boca Raton, FL 33487 -2797 Attn: Site Administration RE: FL13632- A- 06 /lmmokalee II Rental Payments: SBA Towers II LLC P.O. Box 933730 Atlanta, GA 31193 -3730 Attn: Accounts Receivable RE: FL13632- A- 06 /Immokalee 11 9. Installation and Improvements. Prior to installing or allowing any Equipment to be installed at the Site or making any changes, modifications or alterations to such Equipment, Tenant, at its expense, will obtain all required approvals and will submit to Owner plans, specifications and proposed dates of the planned installation or other activity, for Owner's approval which approval will not be unreasonably withheld, including, if requested by Owner, a tower loading study and /or an intermodulation study performed and certified by an independent licensed professional engineer. The approved plans will be deemed incorporated into this Agreement. All installation of or other work on Tenant's Equipment on the Tower will be at Tenant's sole expense and performed by Owner or one of its affiliates or subsidiaries. All installations, operation and maintenance of Equipment must be in ANTSITE 6 -18-08 March 11, 2011 1/10/2012 Item 16.E.2. Tenant Site ID: Tenant Site Name: Corkscrew 2 accordance with Owner's policies set forth in Exhibit D. Owner reserves the right to prohibit operation of any Equipment it reasonably deems to be improperly installed, unsafe or not included in the installation design plan. Owner agrees to cooperate with Tenant's reasonable requests, at Tenant's expense, with respect to obtaining any required zoning approvals for the Site and any improvements. Upon termination or expiration of this Agreement, Tenant shall remove its Equipment and improvements and will restore the Site to the condition existing on the Commencement Date, except for ordinary wear and tear and insured casualty loss. If Tenant fails to remove its Equipment as specified in the preceding sentence, Tenant's Equipment will be subject to disconnection, removal, and disposal by Owner. If Tenant's Equipment remains on the Site after the termination or expiration date (even if it has been disconnected), Tenant will pay to Owner a hold -over fee equal to two hundred percent (200 %) of the then - effective monthly Rent, prorated from the effective date of termination to the date the Equipment is removed from the Site. Owner will have the right (but not the obligation) to disconnect and remove Equipment from the Site. If, after the termination date, Owner disconnects and removes Equipment, Tenant will pay to Owner upon demand three hundred percent (300 %) of the disconnection, removal and storage expenses incurred by or on behalf of Owner. If the Equipment is not reclaimed by Tenant within forty -five (45) days of its removal from the Site, Owner has the right to sell the Equipment and deduct therefrom any amounts due under this Agreement, returning the remainder to Tenant. Upon written notice by Owner to Tenant not less than five (5) business days beforehand, unless such notice can not reasonably be provided in which event Owner will give Tenant the earliest possible reasonable notice, Tenant will cooperate with Owner in rescheduling its transmitting activities, reducing power, or interrupting its activities for limited periods of time in the event of an emergency or in order to permit the safe installation of new equipment or new facilities at the Site or to permit repair to facilities of any user of the Site or to the related facilities. 10_ Compliance with Laws. Tenant agrees to take the Site in strictly "as is" condition. Owner represents that the Site, its property contiguous thereto, and all improvements located thereon, are in substantial compliance with building, life /safety, disability and other laws, codes and regulations of applicable governmental authorities. Tenant will substantially comply with all applicable laws relating to its possession and use of the Site and its Equipment. Upon request by Owner, Tenant will produce satisfactory evidence that all Equipment installed at the Site complies with federal regulations pertaining to radio - frequency radiation standards and is licensed with the FCC, if applicable. Owner accepts Packet Page -1259- Tenant Initials: _ Owner Initials:- 5w S EIA Site ID: Ft.13632 -A -06 Site Name: Immokalee 11 responsibility for the Site's compliance with all tower or building marking and lighting regulations promulgated by the Federal Aviation Administration "FAA" or the Federal Communications Commission "FCC," as applicable. Owner represents and warrants that the Site complies with all applicable tower or building marking or lighting regulations promulgated by the FAA or the FCC. Owner agrees that Tenant may install, at Tenant's sole cost and expense as required for Tenant's Equipment, a tower lighting alarm monitoring system (including, but not limited to, commercial power and a dedicated surveillance telephone line) to monitor the status of the tower/building lighting. Owner shall be solely responsible for reporting any lighting outages or malfunctions to the appropriate governmental authorities. Tenant's installation of such tower/building lighting alarm monitoring system will not relieve Owner of its primary responsibility for compliance with all applicable tower or building marking and lighting requirements. If Tenant installs a temporary generator as described above or contracts with Owner to place a permanent generator at the Site, (i) Owner and Tenant acknowledge that Tenant must comply with all applicable laws and regulations concerning the installation, operation, maintenance and removal of Tenant's generator and /or back up power supply including but not limited to obtaining any and all necessary government approvals and permits, and (ii) Tenant agrees to indemnify, defend and hold harmless Owner for any and all costs, claims, administrative orders, causes of action, fines and penalties which arise out of the installation, operation, maintenance and removal of the generator and or back up power supply used solely by Tenant, and (iii) Upon request of Owner, Tenant agrees to provide Owner with all relevant information concerning the Tenant's generator and /or back up power supply necessary for Owner to comply with any reporting obligations for which Owner, but not Tenant, is responsible as a result of statute or regulation. 11. Insurance. Tenant will procure and maintain a public liability policy, with limits of not less than $1,000;000 for bodily injury, $1,000,000 for property damage, $2,000,000 aggregate, which minimum Owner may require adjusting at each renewal term, with a certificate of insurance to be furnished to Owner within thirty (30) days of execution of this Agreement and prior to performing any work. Such policy will provide that cancellation will not occur without at least fifteen (15) days prior written notice to Owner. Tenant will cause Owner to be named as an additional insured on such policy. 12. Interference. Tenant understands that it is the intent of Owner to accommodate as many users as possible and that Owner may rent space to any other entity or person(s) desiring its facilities_ Tenant shall not cause, by its transmitter or other activities, ANTSITE 6 -18 -08 March 11, 2011 1/10/2012 Item 16.E.2. Tenant Site ID: Tenant Site Name: Corkscrew 2 including the addition of any equipment at a future date, interference to Owner or other tenants that have previously commenced rental payments. Tenant shall provide Owner with a list of frequencies to be used at the Site prior to putting said frequencies into operation. If interference occurs which involves Tenant, Owner may require that an intermodulation study be conducted at Tenant's cost. If Owner determines that the interference is the responsibility of Tenant, Owner will notify Tenant and Tenant shall have five (5) business days from date of notice to correct the interference and if not corrected, Tenant shall cease, and Owner shall have all rights to any legal means necessary including injunctive relief and self help remedies to cause Tenant to cease transmission, except for intermittent testing for the purpose of correcting the interference. 'if interference cannot be corrected within sixty (60) calendar days from Tenant's receipt of Owner's notice, then Owner may terminate this Agreement without further obligations to Tenant. Further, if Owner determines that another tenant at the Site is causing interference to Tenant and the interference is not corrected within sixty (60) days from Owner's determination, and such interference precludes Tenant from using the Site for its intended purpose, Tenant may terminate this Agreement. Owner will require substantially similar interference language as outlined in this paragraph in all future Tenant Agreements related to this Site. 13. Utilities. Tenant will pay for all utilities used by it at the Site and Tenant will install its own electric meter. Tenant will be responsible directly to the appropriate utility companies for all utilities required for Tenant's use of the Site. However, Owner agrees to cooperate with Tenant, at Tenant's expense, in its efforts to obtain utilities from any location provided by the Owner or the servicing utility. Temporary interruption in the power provided by the facilities will not render Owner liable in any respect for damages to either person or property nor relieve Tenant from fulfillment of any covenant or agreement hereof. If any of Tenant's communications Equipment fails because of loss of any electrical power, and the restoration of the electrical power is within the reasonable control of Owner, Owner will use reasonable diligence to restore the electrical power promptly, but will have no claim for damages on account of an interruption in electrical service occasioned thereby or resulting therefrom. 14. Relocation Right. If determined necessary by Owner to relocate the tower, Owner will have the right to relocate the telecommunications facility of Tenant, or any part thereof, to an alternate tower location ( "Relocation Site ") on Owner's property; provided, however, that such relocation will (i) be at Tenant's sole cost and expense, (ii) not unreasonably result in any interruption of the communications service provided by Tenant on Owner's property, and (iii) not impair, or in any manner alter, the quality of Packet Page -1260- Tenant Initials: _ Owner Initials:5�ff r,, BA Site ID: FL13632 -A -06 Site Name: Immokalee 11 communications service provided by Tenant on and from Owner's property. Owner will exercise its relocation right by delivering written notice to Tenant. In the notice, Owner will propose an alternate site on Owner's property to which Tenant may relocate its Equipment. Tenant will have sixty (60) days from the date it receives the notice to evaluate Owner's proposed Relocation Site, during which period Tenant will have the right to conduct tests to determine the technological feasibility of the proposed Relocation Site, Failure to respond in writing within the sixty (60) day period will be deemed an approval. If Tenant disapproves such Relocation Site, then Owner may thereafter propose another Relocation Site by notice to Tenant in the manner set forth above. Tenant's disapproval of a Relocation Site must be reasonable, Tenant will have a period of ninety (90) days after completion of the Relocation Site to relocate its Equipment at Tenant's expense to the Relocation Site. Owner and Tenant hereby agree that the Relocation Site (including the access and utility right -of -way) may be surveyed by a licensed surveyor at the sole cost of Tenant, and such survey will then supplement Exhibit A and become a part hereof, 15. Termination by Tenant. Tenant may terminate this Agreement at any time by notice to Owner without further liability if (i) Owner fails to have proper possession of the Site or authority to enter into this Agreement; or (ii) Tenant does not obtain, after making diligent efforts, all permits or other approvals (collectively, "approval ") required from any governmental authority or any easements required from any third party to operate the telecommunications system facility, or if any such approval is canceled, expires, is withdrawn or terminated by such governmental authority or third party following Tenant's diligent efforts to maintain such approval. 16. Default. If the Rent or other amount due hereunder is not paid in accordance with the terms hereof, Tenant will pay interest on the past due amounts at the lesser of (i) the rate of one and one- half percent (1.5°10) per month, or (ii) the maximum interest rate permitted by applicable law. If either party is in default under this Agreement for a period of (a) ten (10) days following receipt of notice from the non- defaulting party with respect to a default which may be cured solely by the payment of money, or (b) thirty (30) days following receipt of notice from the non- defaulting party with respect to a default which may not be cured solely by the payment of money, then, in either event, the non - defaulting party may pursue any remedies available to it against the defaulting party under applicable law, including, but not limited to, the right to terminate this Agreement. Further, Owner may accelerate and declare the entire unpaid Rent for the balance of the existing Term to be immediately due and payable forthwith. If the ANTSITE 6 -18 -08 March 11, 2011 1/10/2012 Item 16.E.2. Tenant Site ID: Tenant Site Name: Corkscrew non - monetary default may not reasonably be cured within a thirty (30) day period, this Agreement may ,, not be terminated if the defaulting party commences action to cure the default within such thirty (30) day period and proceeds with due diligence to fully cure the default. 17. Taxes. Tenant shall pay all taxes, including, without limitation, sales, use and excise taxes, and all fees, assessments and any other cost or expense now or hereafter imposed by any government authority in connection with Tenant's payments to Owner, Tenant's Equipment or Tenant's use of the Site. In addition, Tenant shall pay that portion, if any, of the personal property taxes or other taxes attributable to Tenant's Equipment. Tenant shall pay as additional rent any increase in real estate taxes levied against the Site and Tenant's Equipment attributable to the Tenant's use and occupancy of the Site. Payment shall be made by Tenant within fifteen (15) days after presentation of receipted bill and /or assessment notice which is the basis for the demand. 18. Indemnity. To the extent permitted by law, TENANT shall indemnify, defend and hold harmless OWNER from and against any actions, claims, damages and costs (including reasonable attorney's fees and costs) arising out of TENANT'S negligence or intentional misconduct in connection with the use and /or occupancy of the Site, including, without limitation, any damage occurring outside of the Site in connection with Tenant's installation of its Equipment or this Agreement. To the extent permitted by law, OWNER shall indemnify, defend and hold harmless TENANT from and against any actions, claims, damages and costs (including reasonable attorney's fees and costs) arising out of OWNER'S negligence or intentional misconduct in connection with the use and/or occupancy of the Site or this Agreement. The foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limits set forth in Section 768.28, Florida Statutes, nor shall the same be construed to constitute agreement by either party to indemnify the other party for such other party's gross negligence or intentional misconduct. Except for its own acts of gross negligence or intentional misconduct, Owner will have no liability for any loss or damage due to personal injury or death, property damage, loss of revenues due to discontinuance of operations at the Site, libel or slander, or imperfect or unsatisfactory communications experienced by the Tenant for any reason whatsoever. 19. Hazardous Substances. Owner represents that it has no knowledge of any substance, chemical or waste (collectively, "substance ") on the Site that is identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation. Tenant or Owner will not introduce or use any such substance on the Site in violation of any applicable law, or permit any discharge or release of such substance on the Site. 4 Packet Page -1261- Tenant Initials: _ Owner initialOw SBA, Site ID: FL13632 -A -06 Site Name: Immokalee It 20. Liens. Tenant will not permit any mechanics, materialman's or other liens to stand against the Site for any labor or material furnished by Tenant in connection with work of any character performed on the Site by or at the direction of the Tenant. In the event that any notice of lien will be filed or given, Tenant will, within thirty (30) days after the date of filing cause the same to be released or discharged by either payment, deposit, or bond. Owner will be indemnified by Tenant from and against any losses, damages, costs, expenses, fees or penalties suffered or incurred by Owner on account of the filing of the claim or lien. 21. Casualty or Condemnation. In the event of any damage, destruction or condemnation of the Site, or any part thereof, not caused by Tenant that renders the Site unusable or inoperable, Owner will have the right, but not the obligation, to provide an alternate location, whether on the same Site or another Site, or to terminate this Agreement within thirty (30) days after the damage, destruction or condemnation. If Owner does not terminate this Agreement: (i) the Rent payable hereunder will be reduced or abated in proportion to the actual reduction or abatement of use of the Site by Tenant; and (ii) Owner will make any necessary repairs to the Site caused by the damage or destruction and will be entitled to use any and all insurance proceeds to pay for any repairs. In the event Owner has not proceeded to repair, replace or rebuild the Site within sixty (60) days after the damage or destruction, after giving thirty (30) days written notice and Owner's failure to comply within that time frame, then Tenant may terminate this Agreement. Owner will in no event be liable to Tenant for any damage to or loss of Tenant's Equipment, or loss or damage sustained by reason of any business interruption suffered by reason of any condemnation, act of God, by Tenant's act or omission, or Tenant's violation of any of the terms, covenants or conditions of this Agreement, (unless caused solely by Owner's intentional misconduct or gross negligence). The terms and conditions of this Section 21 shall survive the termination of this Lease. Owner acknowledges that Tenant may have certain emergency procedures that Tenant may desire to implement, including the temporary location of a cell on wheels on the Site, in the event of a casualty. To the extent possible, Owner will cooperate with Tenant in Tenant's implementation of its emergency responses as the same may exist from time to time. 22. Confidentiality. Intentionally omitted. 23. Bankruptcy and Insolvency. Owner and Tenant agree that this Agreement constitutes a lease of non - residential real property for the purposes of 11 U.S.C. § 365 (d) (4) or any such successor provision. 24. Miscellaneous. (a) This Agreement applies to and binds the heirs, successors, executors, administrators and assigns of the parties to this Agreement; (b) This Agreement is governed by the ANTSITE 6 -18 -08 March 11, 2011 1/10/2012 Item 16.E.2. Tenant Site ID: Tenant Site Name: Corkscrew 2 laws of the State in which the Site is located; (c) If requested by Tenant, Owner agrees to promptly execute and deliver to Tenant a recordable Memorandum of this Agreement in the form of Exhibit C; (d) This Agreement (including the Exhibits) constitutes the entire Agreement between the parties and supersedes all prior written and verbal agreements, representations, promises or understandings between the parties, particularly related but not limited to Tenant's equipment rights on the tower and/or at the Site. Any amendments to this Agreement must be in writing and executed by both parties; (e) If any provision of this Agreement is invalid or unenforceable with respect to any party, the remainder of this Agreement or the application of such provision to persons other than those as to whom it is held invalid or unenforceable, will not be affected and each provision of this Agreement will be valid and enforceable to the fullest extent permitted by law; (f) The prevailing party in any action or proceeding in court or mutually agreed upon arbitration proceeding to enforce the terms of this Agreement is entitled to receive its reasonable attorneys' fees and other reasonable enforcement costs and expenses from the non- prevailing party; (g) Failure or delay on the part of Tenant or Owner to exercise any right, power, or privilege hereunder will not operate as a waiver thereof; waiver of a breach of any provision hereof under any circumstances will not constitute a waiver of any subsequent breach of the provision, or of a breach of any other provision of this Agreement; and (h) Tenant agrees and acknowledges that, in conjunction with other broadcast entities which may transmit from the Site, if necessary due to FCC RF emission standards and upon reasonable notice, Tenant shall reduce power or terminate station operations to prevent possible overexposure of worker to RF radiation. The Addendum and the following Exhibits are attached to and made a part of this Agreement: Exhibit A" (Site Description), "Bn (Antenna and Equipment List), U1 t"WILWITIaz Agreenmrrt� and "D" (Minimum Installation, Occupancy... ), Packet Page -1262- Tenant Initials: _ Owner Initials: SBA Site ID: FL13632 -A -06 Site Name: Immokalee II 1/10/2012 Item 16.E.2. Tenant Site ID: Tenant Site Name: Corkscrew 2 This Lease shall be governed by and construed in accordance with the laws of the State of Florida. IN WITNESS WHEREOF, the parties hereto have hereunder set forth their hands and seals. AS TO THE TENANT: DATED: ATTEST: BOARD OF COUNTY COMMISSIONERS DWIGHT E. BROCK, Clerk COLLIER COUNTY, FLORIDA BY: Deputy Clerk FRED W. COYLE, Chairman AS TO OWNER: DATED: WITNESS (signature) (print name) WITNESS (signature) (print name) Appr d as to 7 ad legal sufficiency: .seistan# County Attorney zLep SBA TOWERS II LLC, a Florida limited liability company BY: Jason Silberstein Senior Vice President, Property Management ANTSITE 6- 18-08 6 Tenant Initials: Owner Initials: S B A March 11, 2011 Packet Page -1263- F" hi Site ID: FL13632 -A -06 Site Name: Immokalee Il ADDENDUM TO ANTENNA SITE AGREEMENT 1/10/2012 Item 16.E.2. Tenant Site ID: Tenant Site Name: Corkscrew 2 This addendum is annexed to and forms a part of a certain Antenna Site Agreement (the "Agreement ") dated ( "Tenant "). 2011 by and between SBA TOWERS 11 LLC ( "Owner ") and COLLIER COUNTY IN THE EVENT THAT ANY OF THE TERMS AND CONDITIONS HEREINAFTER SET FORTH CONFLICT WITH THE TERMS AND CONDITIONS OF THE AGREEMENT TO WHICH IT IS ANNEXED, THE TERMS AND CONDITIONS OF THIS ADDENDUM SHALL GOVERN AND BE DEEMED TO AMEND CONFLICTING PROVISIONS OF SAID AGREEMENT. AS USED IN THIS ADDENDUM, ALL CAPITALIZED TERMS SHALL HAVE THE SAME DEFINITION AS IN THE AGREEMENT TO WHICH IT REFERS EXCEPT TO THE EXTENT SUCH DEFINITIONS ARE HEREIN AMENDED. Owner and Tenant hereby agree to the following additional or amended terms and conditions: 1. Owner and Tenant acknowledge that Owner shall perform or have performed a structural analysis on the tower with respect to Tenant's installation of its Equipment as stated in Exhibit B of the Agreement. 2. Tenant agrees that it shall be solely responsible for all costs associated with the structural analysis and foundation study if deemed necessary. 3. In the event the tower or foundation shall need to be reinforced prior to the installation of Tenant's Equipment, all modifications and /or reinforcement of or other work on the tower, foundation and the installation of Tenant's Equipment on the tower will be at Tenant's sole cost and expense and performed by Owner or one of its affiliates or subsidiaries. 4. Owner shall perform or have performed all such work in accordance with the structural analysis, Except as amended by the Addendum to the Agreement, the terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have set their hands as of the date set forth above. AS TO THE TENANT: DATED: ATTEST: DWIGHT E. BROCK, Clerk , Deputy Clerk AS TO OWNER: DATED: WITNESS (signature) (print name) WITNESS (signature) (print name) Appr ved to f 7d l�al sufficiency: Aseetar t•County Attorney ANTSITE (i' 16-08 March 11, 2011 BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA BY: FRED W. COYLE, Chairman SBA TOWERS II LLC, a Florida limited liability company BY: Jason Silberstein Senior Vice President, Property Management Packet Page -1264- Tenant Initials: Owner Initials [SBAWJ Site ID: FL13632 -A -06 Site Name: Immokalee II Site located at: Legal Description: 1/10/2012 Item 16.E.2. Tenant Site ID: Tenant Site Name: Corkscrew 2 EXHIBIT A SITE DESCRIPTION 19665 Immokalee Road, situated in the City of Immokalee, County of Collier, State of Florida 34142 PARENT PARCEL (OFFICIAL RECORD BOOK 1893, PAGE 471) THE EAST 1/2 OF THE SOUTHWEST 1/4 OF THE SOUTHWST 1/4 OF THE SOUTHWEST 1/4 OF SECTION 24. 'TOWNSHIP 47. RANf+E 27, OF THE PUBLIC RECORDS OF COLLIER COUNTY. FLORIDA LEASE AREA (PREPARED BY THIS OFFICE) That part of the East 1/2 of the southwest 1/4 of the southwest 1/4 of the southeast 1/4 of Section 24, Township 47 South. Range 27 East. beslg more particularly described as foil Commence at the northeast corny of the ���E� 1/4 of the southwest 1/4 of the southeast 1/4 of Section 24, Township 47 South. li ttwn- de:S ` 0' E along the east tine of said east 1/2 for 146.01 feet to an Intersea a Ilne that it per the north line of said most 1/2 and the southerly right of way 16" of an u n rood; thence S a9'31' W sold parallel line for 116.15 feet to an intersection with a ' s Ns list h t Sao line the Point of Beginning: thence 'S 00'41'20* E along sold par et .00 st Inter 1 with a line that is parallel with said north dins and sa a 1'te' W along said Parallel line for 100.00 feet to on ten th out line; thence N 0f!'41'20' W along sold parallel line f tar t t th o that is parallel with said north ►ins and sold southerly ri . t MI E said poratiel line for 100.00 toot to sold Point of Boon Containing 0.23 acres, more or loss TOOE7rV WITH a 20 toot wide s000m gross. egress and p ties. over. under and across that part of the southeast 1/4 of $ect , ship 47 Sou 27 East. lying within 10 toot of both sides of a centerline doing mare part Commence at the northeast corner of the, fast 1 It 1/4 of the southwest 1/4 of the southeast 1/4 of Section 24, Township 47 South. Range 27 East- themes S O 41'20" E along the east line of said cost 1/2 for 141.06 feet to an intersection with a Ike that is parosell with the north line of sold east 1/2 and the southerly tight of way line of an unnaned road; . thence S 0'311e' W along said parallei line for 209.15 feet to an intersection with a line that is parallel with sold east pns and the paint of 6ginning of the herein described centerlins; thence N 0041'20' W along said parallel line for 115.01 feet to an intersection with saf4 north tint and sold southerly right of way tine and the Point of Terminus of the herein described'- conterlie e. Containing 0.05 acres, more or less. TAX PARCEL. NO. 472724- 018.0002C24 Latitude: 260 22' 4.10" Longitude: -810 34' 10.30" ANTSITE 6 -18 -08 March 11, 2011 8 Packet Page -1265- Tenant Initials: _ Owner Initial syr =! 5 B A Site ID: FI-13632 -A -06 Site Name: Immokalee II 1/10/2012 Item 16.E.2. Tenant Site ID: Tenant Site Name: Corkscrew 2 ANTSITE 6-18 -08 9 Tenant Initials: Owner Initials a March 11, 2011 Packet Page -1266- EXHIBIT B ANTENNA AND EQUIPMENT LIST Equipment must be installed, routed and stacked pursuant to the FDH Structural Analysis. Antenna(s): Quantity: One (1) Type: Omni Manufacturer: Andrew Model: DB809KE -XT Dimensions: 147" x 3" Weight: 27 lbs. Mounting: Base of the antenna: At approximately the 262' height level Centerline of the antenna: At approximately the 268' height level Tip of the antenna: At approximately the 274' height level Orientation: _° _° & _° Downtilt: _° Mount Type: Per Structural Analysis Cable: Number of Lines: One (1) Type: LDF5 Size: 7/8" Routing: Face of tower, unless otherwise depicted in the Structural Analysis Dish: N/A GPS Receiver: N/A Ground Space Requirements: Approximately 6.25 square feet Tenant provided Shelter: Dimensions: 30" x 30" Type Shelter: Pad Transmitter: N/A Transmitter Cabinet: N/A Frequencies: Transmit: N/A Receive: 806 — 821 MHz ERP: Transmitter Operating Power: Generator: N/A ANTSITE 6-18 -08 9 Tenant Initials: Owner Initials a March 11, 2011 Packet Page -1266- Site ID: FL13632 -A -06 Site Name: Immokalee 11 1/10/2012 Item 16.E.2. Tenant Site ID: Tenant Site Name: Corkscrew 2 EXHIBIT D MINIMUM SITE INSTALLATION, OCCUPANCY AND MAINTENANCE REQUIREMENTS AND SPECIFICATIONS Pre - Installation Standards 1. Prior to installation, Tenant must provide Owner with complete plans for approval, including list of proposed Equipment and subcontractors. No work may be performed until approval has been given and all criteria have been met. All Equipment must be placed in approved locations only, and Owner must approve any changes before the installation begins. The Owner or its representative shall have the right to be on site during any work on the Site. Owner to provide price quote for installation services based on Tenant's scope of work. Installation (a) The following minimum protective devices must be properly installed: (1) Lightning arrestors in feedline at wall feedthru ports (SBA multi - tenant buildings). (PCS providers install jumpers to extend /connect to cabinet like enclosures). (2) Surge protectors in any AC & phone line circuit. (3) Transmitter RF shielding. (Must be in place during operation) (4) Isolator /harmonic filter. (Must be in place during operation) (5) Duplexer or cavity bandpass filter. (Must be in place during operation) (b) All Equipment, including transmitters, duplexers, isolators and multicouplers, must be housed in a metal cabinet or rack mounted. No control stations or inverted transmit/receive frequency pairs are allowed on repeater sites. (c) All transmission lines entering the shelter must be 1/2" HeliaxANellflex or better via a wall feedthru plate and must terminate in a properly installed lightning arrestor with an ID tag on both ends of the Fine. (d) Solid outer shield cable such as Superflex or Heliax/Wellflex must be used for all intercabling outside the cabinet. Under no circumstances will the use of foil shielded or braided RF cable (e.g; RGB) be permitted outside the cabinet except for RG-6 quad shield cable installed on satellite receive only systems. (e) All antenna, power and phone cables will be routed and properly supported to the base station in a neat manner using routes provided for that purpose. Tenant will provide individual Transient (SAD) surge protection to each circuit used. All phone lines will have (SAD) transient surge protection installed. All wiring and installation will be by means of clamping or strapping and in no event will any members or other parts of the tower be drilled, welded, punched or otherwise mutilated or altered. (f) All Tenants are to obtain power from the power panel and/or AC receptacle provided for their specific use. (g) All outside RF equipment cabinets must be grounded to the Site ground system using #2 solid tinned wire with cadweld, silver solder connections, or 2 hole lugs with Burndy type compression fittings. All inside RF equipment cabinets must be grounded to the Site ground system using #2, or #6 green jacketed stranded wire with silver solder connections, or 2 hole lugs with Burndy type compression fittings. (h) All antenna lines will be electrically bonded to the tower at the antenna and at the bottom of the tower using grounding kits installed per manufacturer specifications and all antenna brackets must be pre - approved. All antenna lines entering the Site will have COAX center pin lightning protection installed within two feet from the entry port and grounded to master ground bar in the Site ground system. (i) All equipment cabinets will be identified with a typed label under plastic on which the Tenant's name, address, 24 hour phone number, call sign, and frequencies will be inscribed, in addition to a copy of Tenant's FCC license. (j) Monitor speakers will be disabled except when maintenance. is being performed. All antenna lines will be tagged within 12 inches of the termination of the feeder cable at both ends, at the entrance to the building, at repeater or base station cabinet, and at the muliicoupler /combiner ports. (k) All ferrous metals located outside of the building or on the tower will be either stainless steel or hot dipped galvanized, not plated. Painted towers will require the painting of feedlines by the Tenant, unless installed by Owner, prior to or before completion of the install. All transmission lines are to be secured with factory hoist grips every 150' and secured to the tower or cable ladder with stainless steel and /or hot dipped galvanized hardware. Plastic wraps and /or bandit type hangers will not be accepted. ANTSITE 6- 18-08 13 Tenant Initials: Owner Initials: SBA March 11, 2011 — Packet Page -1267- Site ID: FL13632 -A -06 Site Name: Immokalee II General 1/10/2012 Item 16.E.2. Tenant Site ID: Tenant Site Name: Corkscrew 2 3. Tenant must comply with any applicable instructions regarding any Site security system. (a) Gates will remain closed at all times unless entering or exiting the premises. When leaving the shelter, ensure that all doors are locked and, if there is a security system, it is armed. (b) Any tower elevator may be used only after receiving proper instruction on its use, signing a waiver and receiving authorization from the Owner. (c) This Agreement does not guarantee parking space. If space is available, park only in the designated areas. Do not park so as to block any ingress or egress except as may be necessary to load or unload equipment. Parking is for temporary use while working at the Site. (d) Do not adjust or tamper with thermostats or HVAC systems. (e) Access to the shelter roof is restricted to authorized maintenance personnel. ANTSITE 6 -18 -08 14 Tenant Initials: _ Owner Initials: SBA March 11. 2011 IM Packet Page -1268- 1/10/2012 Item 16.E.2. I Q (p & 5 s r, r, u 1LA Le C Z a a, c(. Packet Page -1269- http:A maps. collierappraiser.com/ output /C„....,x_", ._.,,.- w--1.56718414583.jpg 12/9/2011