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HomeMy WebLinkAboutAPPROVED License Sub 6_DUNE WALK_236913_Lease Agreement_2021-02-08FACILITIES SPACE LEASE This Lease is made and entered into the day of , 2001 by and between, Sand Dollar North Condominium Association, Inc., address, 7370 S. Ocean Drive, Jensen Beach, FL 34957,hereinafter referred to as "Landlord" and Central Florida Telephone Company, Inc., a Florida corporation, doing business as U.S. Cellular, Attention: Real Estate, 8410 West Bryn Mawr, Suite 700, Chicago, Illinois 60631, hereinafter referred to as "Tenant". In consideration of the mutual promises, conditions, and other good and valuable consideration of the parties hereto, it is hereby covenanted and agreed as follows: Landlord is a condominium association organized pursuant to Chapter 718, Florida Statutes, for the purpose of managing and operating a parcel of land (the "Land") and building (the "Building") located in the County of St. Lucie, State of Florida, commonly known as 7370 South Ocean Drive, Jensen Beach, Florida 34957 (the Building and the Land are collectively the "Site"). The Site is more particularly described in Exhibit "A" attached hereto, a portion of which has been identified as a suitable site for a telecommunications facility hereinafter referred to as the "Leasehold Parcel" as designated on said Exhibit "A". 1. Option to Lease. (a) Landlord hereby grants to Tenant an option ("the Option") to lease from Landlord the following described Leasehold Parcel: Rooftop Space, A 12 foot by 16 foot rooftop space, in the center of the roof of the Building, for the placement of Tenant's telecommunications facility, including but not limited to, the placing and affixing of nine (9) antennas, which shall be more particularly described in Exhibit "A" attached hereto. THE ROOFTOP SPACE SHALL BE FURTHER DESCRIBED IN EXHIBIT A ATTACHED HERETO. (b) During the Option period and any extension thereof, and during the term of this Agreement, Tenant and its agents, engineers, surveyors and other representatives will have the right to enter upon the Leasehold Parcel, with the consent of the Landlord. to inspect, examine, and conduct engineering tests or studies of the Leasehold Parcel (collectively the "Tests"), to apply for and obtain licenses, permits, approvals, or other relief required of or deemed necessary or appropriate at Tenant's sole discretion for its use of the Premises and include without limitation applications for zoning variances, zoning ordinances, amendments, special use permits, and construction permits (collectively referred to as "Governmental Approvals"), and otherwise to do those things on or off the Leasehold Parcel that, in the opinion of Tenant, are necessary- in Tenant's sole discretion to detein-line the physical condition of the Leasehold Parcel, the environmental history of the Leasehold Parcel, Landlord's title to the Leasehold Parcel, and the feasibility or suitability of the Leasehold Parcel for Tenant's Pennitted Use, all at Tenant's expense. Tenant will not be liable to Landlord or any third party on account of any pre-existing defect or condition on or with respect to the Leasehold Parcel, whether or not such defect or condition is disclosed by Tenant's inspection. Tenant shall be solely responsible for restoring the Leasehold Parcel to the condition in which it existed upon commencement of the Option, either at the end of such Option (or any extension thereof), or the termination of the Lease term. (d) During the Initial Option Term and any extension thereof, Tenant may exercise the Option by notifying Landlord in wTiting. If Tenant exercises the Option then Landlord leases the Leasehold Parcel to the Tenant subject to the following terms and conditions. 2. Use of the Premises. Tenant shall be entitled to use the Premises to install, operate, and maintain thereon a cellular conunon carrier mobile telephone base station, including related system networking, station control, and performance monitoring functions, but for no other use or purpose. Such installation shall be pursuant to plans and specifications approved by Landlord Tenant's use of the Premises shall at all times comply with and conform to all laws and regulations applicable thereto. 3. Prvileges Annurtenant. Landlord hereby confers upon Tenant the following Privileges appurtenant to the Premises, which shall be irrevocable for the duration hereof: (a) To extend and connect lines for signal carriage between Tenant's radios and Tenant's antennas, including the privilege to penetrate walls, columns, and the roof of the Building for the purpose of establishing line routing passageways; subject to the prior written approval by Landlord of all plans, specifications and proposed penetrations. (b) To extend and connect lines for electric and telephone utility service between Tenant's base station and suitable utility company service connection points; (c) To install an independent system of temperature and humidity controls to provide a suitable ambient climate for the proper operation of Tenant's base station equipment; and (d) To traverse common areas of the Building as reasonably necessary to accomplish Tenant's purposes contemplated in this Lease upon prior notice and so long as Landlord's business is not unreasonably interfered with. 4. Alterations. Tenant's alterations to the Leasehold Parcel shall be performed at Tenant's sole cost, free from liens, and in a good and workmanlike manner, complying with applicable building codes. Tenant shall be solely responsible for providing Landlord with releases of liens from any and all contractors, subcontractors or material suppliers, performing work or providing material to the Leasehold Parcel at Tenant's request. Tenant shall submit copies of the site plans and specifications to the Landlord for prior approval, which approval will not be unreasonably withheld, conditioned or delayed. Landlord shall give such approval or provide Tenant with its request for changes within fifteen (15) business days of Landlord's receipt of Tenant's plans. If Landlord does not provide such approval or request for changes within such fifteen (15) business day period, Landlord shall be deemed to have approved the plans and specifications. 5. Term. In the event Tenant exercises the Option, the initial lease term with be ten (10) years (the "Initial Term"), commencing upon the Commencement Date as defined below. The Initial Term will terminate on the last day of the month in which the 10" annual anniversary of the Commencement Date occurred, unless otherwise terminated as provided in paragraphs 9 and 23 hereof. Tenant shall have the right to extend the term for three (3) successive five (5) year periods (the "Renewal Terms") on the same terms and conditions as set forth herein. This Lease shall automatically be extended for each successive renewal term unless Tenant notifies Landlord of its intention not to renew at least sixty (60) days prior to the commencement of the succeeding Renewal Term. All references in this Lease to the "term" of this Lease shall be deemed to include the original term hereof and any and all extensions thereof pursuant to this Section. 6. Base Rent. (b) Rent shall be increased on each anniversary of the Commencement Date by an amount equal to the cumulative change in the latest published "Consumer Price Index" compared to the same index as historically recorded for the month and year in which the term of this Lease commenced or an amount equal to four percent (4%) of the rent for the previous year, whichever is greater. "Consumer Price Index" shall mean the Consumer Price Index for All Urban Consumers, All Items, U.S. City Average, 1982-84 = 100, (U.S. Department of Labor, Bureau of Labor Statistics). If the said index ceases to be published, then a reasonably comparable index shall be used. 7. Utilities. Tenant shall ensure that utility services are accessible and available at the Site for Tenant's intended use. Tenant shall be responsible for the separate metering, billing, and payment of its utility sarviccs consumed by its operations. 8. Taxes. I enuu shad pap any personal property taxes levied against Tenant's Building and Tenant's base station equipment. Landlord shall pay any taxes and assessments attributable to the land underlying the Premises, the Building, and any other of Landlord's equipment or property. 9. Option to Terminate. This Lease may be terminated without further liability on thirty (30) days prior written notice as follows: a) By either party upon a default of any covenant or term hereof by the other party, which default is not cured within sixty (60) days of receipt of written notice of default, provided that the grace period for any monetary default is ten (10) days from receipt of written notice, provided however that it shall not be deemed an Event of Default by a party if the other party commences to cure such failure with fifteen (15) days of receipt of written notice of default and thereafter diligently prosecutes such cure to completion. b) By Tenant for any reason or for no reason, provided that Tenant shall pay Landlord a termination fee as liquidated damages for such early termination in an amount equal to six (6) months rent t the rental rate in effect at the time of such termination, in which event Owner shall refund Tenant any unused portion of pre -paid rent on a pro -ram basis. 10, Access. So long as Landlord's business and that of Landlord's tenants is not unreasonably interfered with, Tenant shall have access to the Premises at all hour of the day and night. Landlord has the right to implement reasonable security procedures regarding access to the Site/Leasehold Parcel, and Tenant will adhere to such reasonable security procedures, provided that such procedures do not restrict Tenant from having access to the Leasehold Parcel at all times, and further provided that Tenant be given ten (10) days advance written notice of such procedures. 11. Compliance with Laws. Tenant shall, at Tenant's cost and expense, comply with all federal, state, county or local laws, rules, regulations and ordinances now or hereafter enacted by any governmental authority or administrative agencies having jurisdiction over the Premises and Tenant's operations thereupon. 12, Mutual Indemnification, Tenant shall indemnify and hold Landlord harmless from and against any loss, damage, or injury caused by, or on behalf of , or through the fault of the Tenant. Landlord shall indemnify and hold Tenant harmless from and against any loss, damage, or injury caused by, or on behalf of, or through the fault of the Landlord. Nothing in this Article shall require a party to indemnify the other party against such other party's own willful or negligent misconduct. effect a policy of casualty insurance covering the full replacement value of Landlord's property demised herein to Tenant, and Landlord covenants to apply all proceeds from such policy to repair, restore, and replace said property if it is damaged or destroyed. 14. Interference. Tenant shall operate the telecommunications facilities in a manner that will not cause interference to Landlord and other occupants of the Leasehold Parcel, provided that the installations of Landlord or the other occupants of the Leasehold Parcel predate that of the telecommunications facilities. Except as provided above, Landlord shall not use, nor shall Landlord permit Landlord's tenants to use, any portion of the Site or Leasehold Parcel in any way which interferes with the operations of Tenant. Such interference shall be deemed a material breach by Landlord, and Landlord shall have the responsibility to promptly cause any such interference to be eliminated. If said interference cannot be eliminated within twenty-four (24) hours after receipt of notice that such interference is occurring, Landlord shall discontinue or cause to be discontinued the operation of any equipment causing the interference until the same can be corrected, except for such intermittent operation as may be necessary for the purposes of testing, after action has been taken for the purposes of correcting such interference. In the event any such interference does not cease promptly, Tenant shall have the right, in addition to any other right that it may have at law or in equity, to enjoin such interference or to terminate this Lease. 15. Monetary Default. Tenant shall be in default of this Lease if Tenant fails to make a payment of rent when due and such failure continues for ten (10) days after Landlord notifies Tenant in writing of such failure. 16. Opportunity to Cure Defaults. if Landlord or Tenant fails to comply with any non - monetary provision of this Lease which the other party claims to be a default hereof, the party making such claim shall serve written notice of such default upon the defaulting party, whereupon a grace period of 30 days shall commence to run during which the defaulting party shall undertake and diligently pursue a cure of the default. Such grace period shall automatically be extended for an additional 3 ) 0 days, provided the defaulting party makes a good faith showing that efforts toward a cure are continuing. 17. Transferability of Tenant's Interest. Tenant shall be entitled to transfer Tenant's interest under this Lease, in whole but not in part, and to delegate all of Tenant's obligations hereunder, without the necessity of obtaining Landlord's consent, in connection with the transfer of Tenant's FCC radio station authorization, and to ensure that the named holder of Tenant's interest hereunder may read consistently with the named holder of such radio station authorization. Any other assigiu-nent of this Lease by Tenant shall require Landlord's prior written consent, which consent shall not unreasonably be withheld, and hence shall remain fully liable for performance hereunder as if such transfer had not occurred. 18. Subleasing. Tenant shall not sublet the Premises or any portion thereof. 19. Execution of Other Instruments. Landlord agrees to execute, acknowledge, and deliver to Tenant other instruments respecting the Premises, as Tenant may reasonably request from time to time: provided that any such instruments are merely in furtherance of, and do not substantially expand, Tenant's rights and privileges herein established. Landlord also agrees to reasonably cooperate with Tenant's efforts to obtain all private and public consents related to Tenant's use of the Premises, as long, as Landlord is not expected to bear the financial burden of any such efforts. 20. Title, Access, and Authority. Landlord covenants and warrants to Tenant that Landlord presently operates the property as the lawful representative of the individual unit owners who are the fee simple owners, pursuant to Section 718.111, Florida Statutes; Landlord has full right to make and perform this Lease agreement; the Site are served by legal access by a public way; and that the person executing this Lease on behalf of the Landlord warrants himself to be duly authorized to bind the Landlord hereto. 21. Subordination. Tenant agrees to subordinate this Lease to any mortgage or trust deed which may hereafter be place on the Premises, provided such mortgages or trustee thereunder shall inure to Tenant the right to possession of the Premises and other rights granted to Tenant herein so long as Tenant is not in default beyond any applicable grace or cure period, such assurance to be in form reasonably satisfactory to Tenant. 22. Notices. Any notice, demand or communication which Landlord or Tenant shall desire or be required to give pursuant to the provisions of this Lease shall be sent by registered or certified mail; and the giving of any such notices shall be deemed complete upon mailing in a United States Post Office with postage charges prepaid, addressed to the party intended to be given such notice at its address as first above set forth in this Lease or to such other address as such party may heretofore have designated. 23. Contingencies. Tenant shall have the right to cancel this Lease upon written notice to Landlord, relieving both parties of all further obligations hereunder, if Tenant, acting reasonably and in good faith, shall be unable to obtain any or all licenses or permits required to construct its intended improvements upon the Premises and/or conduct Tenant's business at the Premises; if Tenant's techriical reports fail to establish to Tenant's reasonable satisfaction that the Premises are capable of being suitably engineered to accomplish Tenant's intended use of the Premises; or if Tenant's title insurer determines that Landlord does not own good and clear marketable title to the land underlying the Premises, or if such title has encumbrances and restrictions which would interfere with Tenant's intended use of the Premises. 24. Tenant's Personal Property Landlord hereby agrees that all of Tenant's Equipment is and shall remain Tenant's personal property, free from any lien of Landlord, and that the same shall never be considered fixtures to the Building. Tenant shall at all times be authorized to remove Tenant's Equipment from the Premises, provided that such removal is accomplished without damage to the Building or interference with Landlord's business or that of Landlord's tenants. 25. Casualty. In the event that the Building is destroyed or substantially damaged by casualty, Landlord may, within sixty (60) days of the event of casualty, elect to either repair and restore the Premises or terminate this Lease without any liability to Tenant. If Landlord elects to repair and restore the premises, Landlord shall promptly undertake all necessary work to accomplish the same, and upon completion thereof, Tenant shall reoccupy the Premises and continue to be bound by this lease. Under no circumstances shall Landlord be liable to Tenant for any damage to, or costs of restoring, Tenant's equipment as a result of such event of casualty. Tenant's rent shall abate commensurately with the extent and duration of Tenant's loss of use, and Landlord shall notify Tenant in writing within sixty (60) days following the occurrence of the damage whether Landlord elects to repair and restore the Building. 26. Environmental Warranty. Landlord hereby represents and warrants to Tenant that Landlord has never generated, stored, handled, or disposed of any hazardous waste or hazardous substance upon the Leasehold Parcel, and that Landlord has no knowledge of such uses historically having been made of the Leasehold Parcel or such substances historically having been introduced thereon. Tenant agrees that it will not use, generate, store or dispose of any hazardous material (waste) on, under, about or within the Leasehold Parcel, in violation of any law or regulation. 27. Compliance with FCC Radio Frequency Emissions Requirements. (a) It shall be the responsibility of Tenant to ensure that Tenant's use, installation, or modification of Equipment at the Site does not cause radio frequency exposure levels of all the existing equipment located at the Site and in the surrounding vicinity (including the Communications Equipment, Landlord's equipment, and all other transmitting equipment in the vicinity) to exceed those levels permitted by the Federal Communications Commission ("FCC") Landlord shall require other Tenants installing equipment after the installation of the Communications Equipment to bear the same responsibility. (b) Tenant agrees that in the event that there is any change to applicable rules, regulations, and procedures governing exposure to radio frequency radiation which place the Tower in non-compliance, Tenant will cooperate with Landlord and other users of the Tower to bring the Tower into compliance, which cooperation shall include, but not be limited to, sharing pro rata the costs associated with bringing the Tower into compliance. 28. Quiet Environment. Landlord covenants that Tenant shall have quiet and peaceable possession of the Premises throughout the duration of this Lease, and that Landlord will not intentionally disturb Tenant's occupancy thereof as long as Tenant is not in default hereunder. 29. Surrender. Upon the expiration of this Lease, Tenant shall remove all of Tenant's property form the Premises and surrender the Premises to Landlord in the same condition as existed prior to Tenant's possession thereof, or in as nearly the same condition as it is practicable to achieve, reasonable wear and tear excepted. 30. Attorneys fees and expenses. In any action on this Lease at law or in equity, the prevailing party shall be entitled to recover the reasonable costs of its successful case, including reasonable attorney's fees and costs of appeal. This Lease shall be construed, performed and enforced in accordance with the laws of the State of Florida and in the event of litigation, venue shall be in St. Lucie County, Florida. 31. Remedies. The parties shall be entitled to the application of all appropriate remedies available to them under state and federal law in the enforcement of this Lease. 32. Entire Agreement. This Lease constitutes the entire agreement between the parties and supersedes any prior understandings or oral or written agreements between the parties respecting the within subject matter. .33. Modifications. This Lease may not be modified, except in writing sighed by the party against whom such modification is sought to be enforced. 34. Binding Effect. All of the covenants, conditions, and provisions of this Lease shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns. END OF AGREEMENT (SIGNATURE PAGE FOLLOWS NEXT) Signature Page IN WITNESS WHEREOF, the parties hereto bind themselves to this Facilities Space Lease as of the day and year first above written. LANDLORD: Sand Dollar North Condominium Inc., Association, Inc. x Robert Stark, President Social see � lirity4FN)' '(0,r TENANT: Central Florida Telephone Compnay, a Florida corporation By: V 1- Printed: 1#(-,6Lj,2j 6-+WXecli Title: LIjer Date: 6f ItS 41 1 STATE OF rLOZI t - A COUNTY OFS-c 1, the undersigned, a notary public in and for the State and County aforesaid, do hereby certify that Robert Stark, known to me to be the same person whose name is subscribed to the foregoing Facilities Space Lease, appeared before me this day in person and acknowledged that, pursuant to his authority, signed the said Lease as his free and voluntary act, for the uses and purposes therein stated. Given under my hand and seal this f(,.,' day of f) CT-Z:> 2001. aAVID J. MCGRATH OMMIUION 0 I-CS48305 EXPIRES JUN 21,2W3 BOND W THRMOF il!z ADVANTAGE NOTARY STATE OF 164-,'1Jc-* / :5 COUNTY OF k. V V I Notary Public My commission expires 1, the undersigned, a notary public in and for the State and County aforesaid, do hereby certify thatH (--AAA-"A,6J i _, Vict- Piee-,-;ibc t--, r —, known to me to be the same person whose name is subscribed to the foregoing Facilities Space Lease, appeared before me this day in person and acknowledged that, pursuant to his authority, he signed the said Lease as his free and voluntary act, on behalf of Tenant, for the uses and purposes therein stated. Given under my hand and seal this iday of '2001. "AVIUP'&� vA""W W SEAL DONALD L DIDKE W; 11--N`1'11'vU N EXP Notary Public My commission expires Site Number: Nukeville C EXHIBIT A Property Address: 7370 S. Ocean Drive Jensen Beach, St. Lucie County, FL 34957 Latitude: 27-19-51.5 Longitude: 80-13-52.5 The location of the Leasehold Parcel (including easements) is more particularly described or depicted as follows: Note: Power & telco to be run in trash chute trace Trash area from ground floor to root' Exhaust Fans and Chute ,Umbing Vents 0 0 0 0 0 Antenna b 0 0 Location 0 0 iv 0 .2 O Elevator ` VV4 E NOT TO SCALE Notes: I Tenant may. at Tenant's option, replace this Exhibit with an exhibit setting forth the legal description of the property on which the Site is located and/or with an engineered or as -built drawly depicting the Site. Landlord and Tenant hereby agree that the replacement of this ) ill then replace this Exhibit A and Exhibi A (incluc jjj� the access and utility easements w become a part bered and will control or describe the 'Premises. 2. Setback of the Premises from the Land's boundaries shall be the distance required by the applicable governmental authorities. 3. Width of access road shall be the width required by the applicable governmental authorities, including police and fire departments.