HomeMy WebLinkAboutLease Agreement US-FL-5014 JOSEPH E . SMITH, CLERK OF THE CIRCUIT COURT - SAINT LUCIE COUNTY
FILE # 4240112 OR BOOK 3923 PAGE 2307 , Recorded 10/19/2016 03 :32 : 52 PM
(Above space(3") for Recorder's use only)
PREPARED BY,AND
UPON RECORDATION RETURN TO: Site No.:
FL-5014
FPR-006
Daniel Marinberg, Esq., General Counsel
Vertical Bridge CC Parent, LLC
750 Park of Commerce Drive, Suite 200
Boca Raton, Florida 33487
FIRST AMENDMENT TO ACCESS EASEMENT
THIS FIRST AMENDMENT TO ACCESS EASEMENT ("First Amendment") dated
this day of , 2016 ("Effective Date") is by and between Capstar Radio
Operating Company, a Delaware corporation, having an address of 200 East Basse Road, San
Antonio,Texas 78209 ("Grantor")and Vertical Bridge CC FM,LLC,a Delaware limited liability
company f/k/a iHeartMedia Tower Co. I,LLC,having an address of 750 Park of Commerce Drive,
Suite 200,Boca Raton, FL 33487("Grantee').
Whereas,Grantor and Grantee are parties to that certain Access Easement dated March 25,
2015 (the "Access Easement"), whereby Grantor granted Grantee certain easements, rights and
interests with respect to Grantor's Property which permit Grantee to access Grantee's Property;
and,
Whereas, Grantor and Grantee wish to amend the Access Easement to grant Grantee
additional easements, rights and interests with respect to Grantor's Property described in Exhibit
A attached hereto and incorporated herein.
Now, therefore, in consideration of the mutual covenants herein set forth, and other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereby agree as follows.
OR BOOK 3923 PAGE 2308
1. Recitals. The foregoing recitals are true and correct and are incorporated herein by this
reference as if set out in full herein.
2. Grant of Tower Easement. Section 1 of the Access Easement is hereby deleted in its entirety
and replaced with the following:
Subject to the terms of this Agreement, Grantor hereby grants to Grantee for the use of
Grantee and its tenants, contractors, agents, employees, guests and invitees a permanent,
perpetual, irrevocable and exclusive right and easement(the"Tower Easement") to enter
upon the area of Grantor's Property set forth on Exhibit B attached hereto and incorporated
herein(the"Tower Easement Area")to perform and observe Grantee's obligations under
this Agreement and to use the Tower Easement Area for telecommunications and broadcast
related business activities,including without limitation,operating,maintaining,modifying,
supplementing, improving, removing and freely subleasing and licensing Grantee's
Property,and undertaking all other ancillary uses which do not interfere with Grantor's use
of Grantor's Property as of the Effective Date of this Agreement. Such grant shall be
subject to the interests of third-parties in the Tower Easement Area, which interests are of
record as of the date hereof. Notwithstanding anything to the contrary contained in this
Agreement , Grantor expressly reserves the right to continue to use the Tower Easement
Area in a manner consistent with Grantor's use of such area as of the date hereof. For the
avoidance of doubt, Grantor expressly retains the right to enter upon the Tower Easement
Area at all times for the use, maintenance, repair, or replacement of any of Grantor's
equipment or other personal property or fixtures located thereon or thereunder, including
but not limited to fuel tanks,septic systems,HVAC systems,underground antennas,above
ground or underground utility transmission lines, satellite dishes, generators, sidewalks,
parking areas, landscaping, fences, and any other equipment or other personal property or
fixtures now or hereafter owned by Grantor and located within the Tower Easement Area;
provided, however, such right shall not apply to any equipment or property of Grantor
located upon the Tower or servicing Grantor's equipment on the Tower to the extent such
equipment or property is governed by the terms of that certain Third Amended and Restated
Master Lease Agreement(FM)dated January 15, 2016 and effective as of April 3, 2015 or
that certain Third Amended and Restated Master Lease Agreement (AM) dated January
15, 2016 and effective as of April 3, 2015, as applicable (as either may be amended,
restated, amended and restated, supplemented or otherwise modified from time to time).
3. Grant of Access and Utility Easement. Section 2 of the Access Easement is hereby deleted
in its entirety and replaced with the following.
Subject to the terms of this Agreement, Grantor hereby grants to Grantee for the use of
Grantee and its tenants, contractors, agents, employees, guests and invitees a permanent,
perpetual but non-exclusive ten foot (10') wide utility and access easement (the "Utility
and Access Easement")over and under the area of Grantor's Property set forth on Exhibit
C attached hereto and incorporated herein (the "Utility and Access Easement Area") to
install, operate, maintain, repair, and replace utility services and fiber for the purpose of
providing utility services and fiber to Grantee's Property and to use the improved surface
of the Utility and Access Easement Area for vehicular and pedestrian access to, and egress
OR BOOK 3923 PAGE 2309
from the Tower Easement Area. Notwithstanding the foregoing, Grantee's use of the
Utility and Access Easement Area shall not unreasonably interfere with Grantor's rights in
and use of the Utility and Access Easement Area, including but not limited to Grantor's
use of any parking facilities, driveways, sidewalks, or utilities located thereon or
thereunder. Any contrary or inconsistent provision of this Agreement notwithstanding,
Grantor hereby reserves from the Utility and Access Easement and the grant of the Utility
and Access Easement under this Agreement the right, at any time and from time to time,
to use, and to allow one or more third parties (including, without limitation, Grantor's
tenants and invitees) to use, the Utility and Access Easement Area so long as such rights
and interests do not interfere with Grantee's use of the Utility and Access Easement Area
pursuant to the terms of this Agreement.
4. Access Easement Interpretation. For the purposes of this First Amendment and the Access
Agreement (i) the Tower Easement Area and Utility and Access Easement Area are collectively
referred to as the"Easement Area"and(ii)the Tower Easement and Utility and Access Easement
are collectively referred to as the"Easement".
5. Additional Modifications to Access Easement.
(a) Exhibit B and Exhibit C of the Access Easement are hereby deleted in their entirety and
replaced with Exhibit B and Exhibit C attached hereto respectively.
(b) The third WHEREAS clause in the recitals of the Access Easement is deleted in its entirety
and replaced with the following:
Whereas, in order for Grantee to access and operate Grantee's Property, Grantor
wishes to grant Grantee, and Grantee wishes to accept from Grantor, certain
easements, rights and interests with respect to the surface of that portion of
Grantor's Property described on Exhibit B and Exhibit C to this Agreement on the
terms and conditions set forth in this Agreement.
(c) The notice address provided for Grantee in Section 18 is hereby deleted in its entirety and
replaced with the following:
To Grantee: With a copy to:
c/o Vertical Bridge CC, LLC N/A
750 Park of Commerce Dr. Suite 200
Boca Raton, FL 33487
Attention: Daniel Marinberg, Esq., General Counsel
6. Capitalized Terms. Unless otherwise defined,capitalized terms used herein shall have the
same meanings ascribed to such terms in the Access Easement.
OR BOOK 3923 PAGE 2310
7. No Further Amendments. Except as expressly modified by this First Amendment, all
other terms and conditions set forth in the Access Easement remain unchanged, and the Access
Easement is and remains in full force and effect.
8. Counterparts. This First Amendment may be executed in counterparts, all of which taken
together shall constitute one and the same instrument.
[Signature Pages Immediately Following]
OR BOOK 3923 PAGE 2311
Grantor and Grantee have executed and delivered this Agreement as of the Effective Date.
WITNESSES: GRANTOR:
Capstar Radio Operating Company, a
Delaw r-a�o oration
By
Name: k&) i s
me: i t��, / f��r p Title: SV P
STATE OF Okuq t`+Omfl )
) SS.
COUNTY OF -Tugs iq )
THIS INSTRUMENT was acknowledged before me on 2016, by
s of Capstar Radio Operating Company, a Delaware
core ration, on behalf of said corporation.
WITNESS my hand and official seal.
— /1'" 7,��A�� —
Nota6e4&gnature
Printed Name: 0t-
My commission expires: (6_ V
(SEAL)
CARRIE BOTTJER
Notary Public.State of Oklahoma
Commission# 14005505
My Commission Expires June 19, 2018
OR BOOK 3923 PAGE 2312
i
WITNESSES: GRANTEE:
Vertical Bridge CC FM, LLC,a Delaware
limited liability company
Name: Michael Akliavan
A•A,4& By:
Name: Santpnna Felder Name: Damef Ma nberg
Title: Vice �ent
STATE OF FLORIDA )
) SS.
COUNTY OF PALM BEACH )
THIS INSTRUMENT was acknowledged before me on V ( , 2016, by
Daniel Marinberg,the Vice President of Vertical Bridge CC FM,LLC,la Delaware limited liability
company,on behalf of said limited liability company.
SS in hand an official seal.
Notary's Lignature
Printed Name: FYtFNN-E BELL
'c MY COMMISSION#FF967709
My commission c } 20
(SEAL) 001,39"'53 r com
OR BOOK 3923 PAGE 2313
EXHIBIT "A"
Grantor's Property
SITUATED IN THE COUNTY OF ST. LUCIE, STATEOF FLORIDA
PARENT PARCEL
FROM THE POINT OF INTERSECTION OF THE EAST BOUNDARY LINE OF THE RIGHT OF WAY OF
U.S. HIGHWAY NO. 1 AND THE NORTH BOUNDARY OF THE NORTHEAST 1/4 OF SECTION 6,
TOWNSHIP 34 SOUTH,RANGE 40 EAST,RUN SOUTHWESTERLY ALONG THE EAST BOUNDARY LINE
OF THE RIGHT OF WAY OF U.S. HIGHWAY NO. 1, FOR 608.35 FEET TO THE POINT OF BEGINNING;
THENCE RUN EASTERLY 411.8 FEET TO A POINT ON THE WEST BOUNDARY OF THE RIGHT OF WAY
OF STATE ROAD NO. 605;THENCE RUN SOUTHEASTERLY,ALONG THE WEST BOUNDARY OF THE
RIGHT OF WAY OF STATE ROAD NO. 605,A DISTANCE OF 270.00 FEET;THENCE RUN WESTERLY
FOR A DISTANCE OF 550.00 FEET TO THE EAST BOUNDARY LINE OF THE RIGHT OF WAY FOR U.S.
HIGHWAY NO. 1;THENCE RUN NORTHEASTERLY,ALONG THE EAST BOUNDARY LINE OF THE
RIGHT OF WAY OF U.S. HIGHWAY NO. 1. A DISTANCE OF 271.68 FEET TO THE POINT OF BEGINNING.
TAX I.D.NUMBER: 1406-112-0005-000/8
BEING THE SAME PROPERTY CONVEYED TO COMMODORE MEDIA OF FLORIDA, INC.,GRANTEE,
FROM MEDIA VI,GRANTOR,BY DEED RECORDED 06/03/1996,AS BOOK 1017, PAGE 2910 OF THE
COUNTY RECORDS.
OR BOOK 3923 PAGE 2314
Exhibit C
Access and Utility Easement Area
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OR BOOK 3923 PAGE 2315
Exhibit B
Tower Easement Area
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