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Home My WebLink AboutSPAIN_TOWER_118223_16280470_Lease_10-12-2021 NOV 6 ' 98 10 : 54 FR PRIMECO PERSONAL COMM 4079955568 TO 918172581536 P . 04i18 OPTION AGREEMENT F EMENT .� »'hk •On . '. .r.�,airy. �Rr�� : '•. .. •' This Option Agreement dated .G execute all documents reasonably necessary to allow 19Y4 is made by and between or an PrimeCo PrimeCo to ptusue applications for and obtain such Personal Communications, Limited Partnership, a governmental permits and authorisations_ Delaware limited partnership("PrimeCo"),who agree as follows: 7. MEMORANDUM: Concurrently with execution of this Option Agreement, Owner and PrimeCo skull duly 1. OPTION: Owner grants to PrimeCo the option to execute and record in the official records of the county in lease certain real property/space described in the Lease which the real property/space is located a memorandum Agreement which is attached hereto as "Exhibit I", and of this Option Agreement or Short Form in the forth of incorporated herein by reference. The lease of such real "Exhibit Z", amiched hereto and incorporated herein by property/space upon exercise of this option shall be on reference_ PrimeCo shall pay the recording cost. the terms and conditions set forth in the Lease Agreement attached hereto as "Exhibit 1". Owner shall 8. ASSIGNMiNT: Assignment of this option by execute the Lease Agreement concurrently with its PrimeCo may be made to its general partner or any execution of this Option Agreement. affiliate of PrimeCo. 2_ CONSIDERATION: On full execution of this Option 9. ATTORNEYS' FEES: The prevailing parry In any A eernent,PrimeCo shall a to Owner the sum of action or proceeding in court to enforce the tetras of this as consideration for option shall be entitled to receive its reasonable option. Owner shall retain all option consideration upon attorneys' fees and other reasonable enforcement,costs expiration of the option term. if the option is exercised, and expenses from the non-prevailing party. then the consideration shall be credited against the first payment of annual rent that is due under the Cease 10, ENTIRE AGREEMENT. This Option Agreement Agreement. C-61 . contains all agreements, promises and understandings T)fbetween Owner and PrimeCo pertaining to the subject 3. TERM: The term o this option shall commence on matter. This Option Agreement and the performance of . , 1919 B' , and s II terminate at)s:oia a.m./p.m. (e e)Y the option hereof shall be governed and interpreted by time) on t W.ua 19 92' . The term of the option the laws of the Sate of Florida. may be extended by mutual agreement in writing. OWNER: 4. EXERCISE; Notice of the exercise of this option Frank K. Spain shall be given by PrimeCo to Owner by PrimeCo delivering an executed Lease Agreement in the form and By: /r upon the terms and conditions set forth in "Exhibit I", N Frank K. Spain to Owner at Owner's address set forth in the attached Title: OL.W60. Lease Agreement. Notice shall be given by either S.S./T&x No.: 4 sb 446 µo 1h_S_ certified mail, return receipt requested, or by overnight Address:409 S. Beach Road carrier_ Notice shall be deemed effective on the date that Robe Sound,FL 33g 5 it is postmarked or.received by overnight carrier, as the Date: r'� � case may be_ The term of the Lease Agreement shall commence on the effective date of such notice. ❑See Attachment"S"for continuation of Owner signatures 5. ACCESS: Owner agrees to permit PrimeCo, during ' the term of this option, free ingress and egress to the real PRIMECO: property/space to conduct such surveys, structural PrimeCo Personal Communications,Limited strength analysis, subsurface boring, tests, and other Partnership,a Delaware limited partnership activities of a similar nature as PrimeCo may deem necessary at the sole cost of PrimeCo. By: Name: a6Wt-r w- 1c. " aJ 6. PERMITS: PrimeCo shall have the right to seek Title: —rgc ,4ac J. 3:ot*4rutb*. governmental permits and approvals for installation of its Address:-4 zfrt -grt„" pcAcn s iyrrs L cvo communications facility during the term of this Option MOeA 'III►VQ % r f. 434i&i Agreement. Owner agrees to cooperate with PrimeCo Date:T 4 I L Qe and agrees to take all actions and join in all applications Option Agreement 1 (FL V98) NOU 6198 10 : 55 FR PRIMECO PERSONAL COMM 4079955566 TO 918172581596 P . 05/ 18 TINS INSTRUMENT PREPARED BY: NAME: PrimeCo Personal Cornmunkadoris,Limited Parmmilip. a EXHI rr 2 SHORT FORM OPTION AGREEMENT (Site ID#:62713 Spain Tower) THIS SHORT FORM OPTION AGREEMENT evidences that an Option Agreetnew dated�Z! -_ 19&was made and entered into by and between FRANK K. SPAIN("OWNER")whose address is 409 S. Beach Road, Hobe Sound, FL 33455, and PRIMECO PERSONAL COMMUNICATIONS, LIMITED PARTNERSHIP, a Delaware limited partnership("?WMECU) whose address is 777 Yamato Road, Suite 600, Boca Raton, FL 33431, the terms and conditions of which are incorporated herein by reference. Such Option Agreement provides in part that OWNER grants art option to PRIMECO to lease a certain site located at 6189 N.U.S. 1,City of Indrio,County of St.Lucie,State of Florida,within the property of OWNER which is described in Attachment A attached hereto. The term of the Option Agreement is for a period of werM beginning on*pgi#A and terminating on 12,131 ,which term is subject to being extended. This Short Form Option Agreement is prepared for the purpose of recordation and shall not alter or affect in any way the tights and obligations of Owner and PrimeCo under Option Agreement. IN WITNESS WHEREOF,OWNER and PRIMECO have executed this Short Form Option Agreement by due authority. OWNER. PRIMECO. Frank K_ Spain PrimeCo Personal Communications,Limited Partnership a Delaware limited partnership By: By: AZe�_Aez N tle:Frank K.Spain Name:7.066FAW w • xzi.-r .rrax No.: +f" - cEb— r{.O KS' Tiac: —,. sQ tcs}" 'b4ALirCst"QA Address: 409 S.Beach Road Address:So M f* Ate[A-1 w 33 4 r�B' b arm 14obc Sound,FL 33455 -M#4 + fs L• Date:, �7_ padt III Wi4s AA— ±$;L (Print narne signed above) (print narrre signed Aovc) (Print name signed a% ve) ( 1 name signed above) Q See Atrschtaeat"SN"for continuation of owner signatures. STATE OF 44 COUNTY OF QR6JLQV The foregoing instrument was acknowledged before Fm this _day of 19 ❑by (tom a11vE. It. Sp1r93 ; ❑ by _ a4 of P a corporation; or ❑ as partner(or agent)on behalf of�. a pammship. nersonally 092AW me or tw rodtiocd S'CATE tMI Q W2S C/ids idendfication. (yNnal seal d or$MJ011i t�ry) FW gcw� 4COnifto (t) AAY SICrNATU'WNCIC�SQ Na Public—State osF�erlOir�Qs�r r 'a�Se Err 25,ZDt10 COUNTY OF*rft4.14 1&eA L" The foregoing rnstrument was acknowledged before me this i!�• day of�19 by�� V?• � _ � '�'�d.C.t^wuCw•l ern i�#Da� of PrimeCo Personal Communications,L ited Pow p,a Delaware limited part:temidp, .behalf of the parptership. lie is DemAWlvJwown tom or has produced as Identification. s� (P6nte&Typed/St&mpcd Notary Name) (Official otary Sighs re) NotaryPu lic—Sta Morida 6R1�ff1'E JOlINSON �" tluAtlMlsetoN r 0c tin" E%�PdMB:APn t,200i �� mace lnit{a1s M OWN 1}HY��"Mobs (FL 2J9B) NOV 6196 10 : 55 FR PRIMECO PERSONAL COMM 4079955568 TO 918172581536 P .06/ 18 "EXI IT I" LEASE AGREEMENT SITE; 62713 Spain Tower Tl1IS L SE AMEEMM ("Lease'), is made as of this description of the Leased Property if a discrepancy exists botwom day of .. 19by and the doseriptim contained in this Paragraph 2 and the survey and/or berweett FRANK K. SPAW ("Owm-n and PR>MECO coresuuction drawirrl s. P'ERS NAL CCtNCMCM'[CATIONS,L.DArMD PARTNERSHIP,a Delaware limited penocrship("PrirneCo'). 1. USE OF THE LEASED PROPERTY. Prk neCo and its sublessom and/or licomm may use*a Leased Properly for any anon of ttu piemius and of the mutual obligamm and In mmide lawfal purpose im;ludit without linthm"t. the instalhation, agreements In this I.ea,e,the patties agree as follows: removal,securing,repair,mplacemart maintenance and operation of communicartimu facilities whidt " include peasond 1. OWNER'S PROPERTY. Owner *epmak and communications service, cellular, paging, radio, cable, and other warrants that Owner is the title holder of that certain real property corrutttunicadom facilities comprised of,wkbW lirwiiaxivn,antenna and the irnprovements thereon commonly known as 6189 N.U.S. I, arrays, dishes, cables, wires, equipment shelters, buildistp, City of Indrio, County of St. Lucie. State of Florida ("Owner's electronic equipment,goaem4om, fanoltsg.utility amasfotrrrots and Property'l described on the attached Exhibit"A". The parties agree lhus,cable runs,wounding systems,mocessmics and,if the Lamed that the logal description of Owner's Property may be attached by Property contains unimproved read property, conmunic kms err acCo as pan of Exhibit"A"afEor cxeaaion of this Lease. towers,all as may ba modified,added to or substim"d from time to time. Further,during the Feasibility Period,as hereinafter de:&W4 2. LEASE OF POR71ON OF OWNER'S PROPERTY; and throughout the Lem term,as may be exmndod,PrimeCo and its EASEMENTS ACROSS OWNER'S PROPERTY. Owner sublessees and/or licensees shall have the right to conduct hereby leases and demises to PdmeCo a portion of Owner's Property Feasibility Tests on the Leased Property and Owners Property. as follows: 4, 77.Rm;AND Wt.'7 NSION& Exilling Structure A. WOW This Lease shall be for an initial Building exterior space for attachment of amemas tetra of five(5)year:;beginning on the Conut umnent Dave. Building anterior space for equipment of approximately D. xF) ns. PtimeCo shall have the right to rxtend square feat the terra of this Lease on the same terror and conditions(other dram the annual rent which shall escalate in aewrtimma with the X Building interior span for placement of equipment of provisions of Patagatpb 5)for four(4)additional,successive five(5) approximately 129 square feet year extension patiod(s) after the initial tam expires. This Lease shall automatically be extended for tiro next successive meted`.',ion X Tower antenna space f}om 220 feet above wound level period at the and of the then-current hmm unless PrirneCo gives to 225 feet above ground level Owner written notice of PrimeCo's intention not to extend this Lease. before the end of the then-current terns. ® Space required for cable ruts to connect equipment and antetmas C. EtAM. If this Lease is in efliect immediately prior to the expiration of the last extension period provided for herein, this Lease shall Raw fatal continue in effect upon the same tenru and conditions(od►er than annual rent which shall escalate In amordaim wltlt rite provisions of p Red property comprised of approximately square Paragraph 5)for a fi,ugwr period of one(1)year.and far additional feat of land one(1)year periods thcrcaRer.until and unless imrainutd.by tither party by hiving tilt other parry at Ing ninety(90)days prior written notice of its intention to so u mninme. in the locations shown on Exhibit W, and Owner grants and conveys to PrimeCo nonexclusive easements across the Owmes 5. RENT. Rent shall be paid annually in advance Property including,.without limitation,the imrprovemattt thereon for beginning on the Commencemtr:nt Date and on cub Anniversary (i)uruestrided access thereto and parking thereon seven(7)days a thereof to Owner at the address set forth for notion in Paragraph 22 week, twenty-four(?A) hours a day and (ii) installation, location, or to such other address as Owner tamp+advise PtittwC0.in writing, eperwtion and maintenance of cable runs and utilities including, pursuant to the notice provisions of Paragraph 22 ra least shay(60) without limitation, telephone and electric utilities (the portion of days prior to any rent payment date., The annual root shall be Owners Property leased to PrWmCo and the access,cable run and partial years ptnrated, utility ea mnerrts being collectively referrod to heroin ms the"Leased Witfun thirtydays or the dm Im Primeco commeom Property'). Owner and PrimeCo agroc that the Leased Property installation of PnmeCo's mmuntmiculans fullities on the Leaved Including, without limits[ion, The acres, cable run and utility Property, Primeco shrill notw Owner, in writing, of the data tasemeats.may be surveyed by a I lensed surveyor and/or shown on PrimeCo eormnma d such installation. The annual rear fir each construction drawings pmparcd by a licensed engineer,at Prkneca's and every extension period provided in Paragraph 4.8.shall be the expense. Such survey and/or construction drawings shall then annual rent in effect for the Anal year of the prior germ or omwion replace Exhibit"S"and become a part hereof and shall control the period,as applicablot. inema cd by [f:after (rt.azror,vtt 1 Q NOU 6198 10 : 55 FR PRIMECO PERSONAL COMM 4079955568 TO 91B172581536 P . 07/18 dia emirtstion of ali extension periods provided in Paragraph 4B., G. Ek, The stouts of the dde to the 1 eased ft Laars eannnttes in cflect pura wn to the provisions of property is unacceptable;or Paragraph 4.C., the annuai sent shall be an amount equal to the annual rant In eEfba for tho Immediately preceding one (1) year H. Nondistsutprice Altroctnent PrimeCo Is period,increased by If this Lease is terminated unable to obtain a aondisntrbmcc agroetnent pursuant w Paragraph for any reason other than as a result of an event of default by 23,H, within thirty (30)days of PdrucCo's Initial ntquat for any PrimeCo,Owner.within thirty(30)days of the date of terminadon, such nondisturbact agreement;or shall reinibmse to Pd=Co any prepaid rent for the unused portion of the Lease term. 1. usaial I3atM on the results of any Feasibility Tests, whether conducted VW to or after the b. APPROVALS; U U.ITIES. PtimaCo, at PrimeCo's wrnmencament of the term of this L4W,the LAWW Property is not expense, shall be responsible for (1) obu&nag all liaanses, suitable for PrimeC.o's intended use or the operation or oonsfruction cer d&aes, pemuts and other approvals txqubtd by any federal, of Its eammunications facilities,or scare or local governmental or qussl-goverrmtomal atalwrity or landowner for PdrneiCo's and its sublessees'and/or lioernsces'ute of no 1o^4er the Leased Property and/or operation of their respective desires to operas as cor u runications faoiiides on the Leased communications facilities thereon (oollectivOy, "Approvals") and Propertryy for ttchno;oglcal ry Wns loolading, wiihottr limltitlon, (ii) InstalNg new utilities or upgrading ousting utilities on die changes in egt►ipmtait and system dearign or usage patrAM of Leafed Property and across the Owners Property and paying for all obsolescence. utilitiex consurned by PdrneCo and its sublessees and/or licensees in the Leased Property. PrimeCo and its sublessees and/or Itoartsees PrimeCo may terminate this Law by giving Owner written notice shall tither separately matey or sub-Meter all utilities consumcd by thereof in accardassce with the provisions of PatWaph 22. If PrimeCo and its subkwacs and/or licensees. Owner agrees to PimcCo ecots to terminate this Lease pursuant to this Paragraph 7, cooperate with Primeco and its subleseoes and/or licensees to this Lease shall terminate as of the daps sat forth in the notice of obtaining and/or Maintaining, at no txptttse w Owner, such termination seat by PrimeCo to Owner. Owner shall reimburse to Approvals,utility services and easements raequUed for PrlaneCo's and Prirn Co any prepaid rent pursuant to the provisions of Paragraph 5, Its subicssoes'and/or licensees'proposed use of the Leased Property and all rights and obligations of Owner and PtuntCo arising after and/or operation of dtair respective COMMUtt MiON facilities the date ofterminatien shall terminate. therein,including,without limitation,the execution of all documents rtgaired for such Approvals,utility services and easements. g• ASSICKMIMr; SUBLLOE; UCXNSE. PrimeCo shall have the right at(i)assign this Lease and/or(ii)sublease and/or 7, TERKU4ATION. PtimeCo shall have the right to license all or any portion of the Leased Property,its communications terminate this Lease at any time without furdter liability hereunder if facilities,and/or any improvements on the Lamed Property. PrimeCo determines,in PrimeCo's sots and absolute discretion,that any one(1)or more of the following is occurring or has occurred; 9. 1"EMNIFICATIOlai AND INSURANCE A. AapMvals and/or Smetents Not Obtainable. All A. Lndcra nificatlon by Ran . SuWeet to Paragraph Approvals and/or easements for PrimeCo's intended use of, or 9.E., PrimeCo hereby agrees to indemnify and hold Owner and operation or construction of its communications facilities on, the Ow wr's partrtets, afllilydes, agents and employees harmless from Leased Pnapcq cannot be obtained;or and againsi any and all liabilities,claims,demands,wdons,losses, damages,ordcra,penalties,costs and/or exprawcs Including,without S. Approvals and/or Ememcnts C u4nlied. Any limitation. reasonable anorneys fees and costs resulft from (1) Approval and/or easement for PrimoCo's intended use of, or personal injury or property damage WWW9 out of the armor operation or coutructiom of its communications facilities on, the omissions of PrimeCo, its agents and/or employes on the Lid Leased Property is canceled, withdrawn terminated or denied or Property, excepting however, such liabilities, claims, d*Maudsr expires orAppses;or actions,losses.damagm,ordaM penalties,on and/or aupeam as tray be due to or caused solely by flap aces of omiulow of 094wf, C. Fro allocsdon of Frequencies. The Federal Its employees or agents; and/or (ii) PrhmCo's brunch of any Cornmunieamns Commission changes or re-allocates the covenants or provisions of this Lease to be observed or pedbawd frequencies at which PrimeCo may operate its Communications by PrimoCo and failure to cure such breach altar the expiration of all facilities which metiers PrimeCo's operation of its communications appiicsbic cure perbds, facil'tties on the Leased property obs m.or B. Indoamrifitation by Owtrer. Subject to Paragraph D. Operations l f tmf WAt PrimeCo's 9.E., Owner hereby agrees to indemnify and hold PriMVC0 and operatlon of its conunttnications faculties on the Leased Property PrimeCo's parrots-,aSiliares,agents erred employees harmless from become unprofitable to Primc0q;or and against any and all liabilities,claims,demands,actions, losses. damages,orders,penalties,costs and/or expert m,Including,Without E. Ownership:Authority. O ur does not have limitation, reasonable attorneys tees and costs malting born (t) legal or sufftclau ownership of the[.tried Property of the authority personal injury or property damage arising Out of the a= or to enter into this LAase;or omissions of Owner, its agents and/or employe" on the Owrices Property, excepting, however, such liabilities, claims, demands, F. Hazardous MagoTWs. The Owners Property actions,losses,damages,orders,penalties,coats and/or expenses as contains a Haawrdous Maurial,as defined in Paragraph 13;or may be due to or oaused solely by the acts or omissions of PtimaCo, its employees or agents;and/or Ql)Owner's breach of any covenants or provisions of M5 Lease to be observed or performed by Owixr 71} a NOV 6198 10 : 56 FR PRIMECO PERSONAL COMM 4079955568 TO 918172581536 P , OB/18 a ' and failure to cart such breach tier the w(pkWon of all applirabio with extended cover-Wc. Nava0istanddUtg uy&M contsiatod in this cure periods.. Lon to rite cote my.the provtstons of this Pasnpapb 91. shell control. C. P'riffmctis Iniurtrrce. PrimeCo shall retry comprehensive getters[ liability Insurance with limits of liability 10. EVENT OF DEFAULT BY PI EKWO. Unuhder of toot Icss than-eolriblned shtgle lbnk for bodily Injury and/ou property darnags together with an endorsement A. Event of Odu4t. The ocoarence of any one for contrwr ai liability. Such insuranwe shall name Owner as an (1)or morn of the following events shall oomairirte an "Event of additional insured valor respect to the Leased Propwy, shall be ]Default"hereunder by PrirnsCo: issued by an insurance company authhorlind to do business in the state in which the Leased Property is iocattd and shall provide thirty (i) The Wore by PrimsCo to make (30)days prior written notice to Owner of any cancellation of such any payment of rant or any other pwflrw it requited to be made by policy. On or before the Contmenecnient bate, PrimeCo shall PnmeCo hereunder,as and when due,where such fitiluto continuos deliver to Owner a ocitificaee evidencing that such insurance is in far a period of thhty(30)days after wrhmn notice thereof is given effect, and, thereafisr, FdmeCo shall deliver to Owner a renewal by Owner to PrinwCo. certificate evidencing that such insurance is in a%'ect within ten(10) business days of Ownces request for such certifiesta. Any Insurmtce (11) 'no hlhure by PrimeCo to roquimd to be provided by PrimeCo under this Paragraph 9.C.may observe or perform uny of the covenants or provisions of this lease be provided by a blanket insurance policy covering the Leased to be observed or performed by Prkwco,other ohm w spaciSed in Property and other properties of PrimeCo, provided such blanket Paragraph 10.A,(i), when such failure continues for a period of insurance policy complies with all of the other requirements of this thirty(30) days atUtr written notice thereof is given by Owner to Cease with rexpecr to the type and amount of insurance regtirred. PrimeCo;provided,':iowever,that it"I tool be an Event of Dd"roh PrltneCo may also fUlflll its requirements under this Paragraph 9.C. by PrimeCo if PrkwCo tornmorw4s to cure such failure widdri such through a program of self-insurance. if PrimcCo cle:cu ro self- thirty(30)day period and theroaftcr diligeruly prosecutes such ours insure.PftteCo shall furttish Owner with a letter stating that a self- to complexion. insurance program is in effect that provides for the same,or greater, coverage than required of PrlmeCo herein. (iii) A voluntary or involumary peddon In bankruptcy is filed by or R&nst PdrneCo, or Pr}rtteCo becomes D. Ownces _lnsnMcA. Owner shall carry Insolvent(meaning,unable to pay its debts as they become due),or Comprehensive general Ilabill'aisAMW with limits of liability PrimeCo makes a transfer or conveyance in constructive or aot tal thereunder of not less than combined sitig)e limit for fraud of creditors or makes a gicamat arraripramt or general bodily injury and/or property damage,together with an endorsement assigntrirm for the Wrieftt of creditors. for contractua) liability. Such liability hisuranee shall name: PrinwCo as an additional insured with respect to the Owles B, Remedies Upon Event of Default if an Event of Property. In addition,Owner shall carry"all-risk"hazard insurance Default by PrimeC) occurs, in addition to any other remedies on the improvements leased to PrimeCo as part of the Leased available to Owner at law or in equity,Owner shall have the right to Property,with standard coverage in an amount at least equal to the terminate this I A5 n and all rights of PrimeCo hacarider by giving greater of the amount required by any mortgagee holding a lien on PrimeCo written notice thereof. However,if an Event of Defat,lt by such improvements or the replacement cost of such Improvements, PrimoCo occurs, Owner shall not have the right, prior 10 the All insurance required to be carried by Owner hereunder shall be rarminatiodbf this Lcsac by a court of cempeteot jurisdiction,w re- issued by an insurance company authorized to do butiness in the enter the Leased Propetty and/or remove persons or property from state in which to Leased Property is located and shall provide thirty the:Leased Property. (30)days prior wriam notice to PrimeCo of any cancellation of any policy. On or before the Comntonocmcnt Date,Owner shall deliver ]I. EVENT OF DEFAULT BY OWNER to PrimeCo certificates evidencing that such insumce is in effect, and,dwreafter,Owner shall deliver to PtimcCo renewal Certificates A. FVAM0(29A2 The occurrence ot°any eta evidencing that such insurance is in affect within teal(10)business (1)or more of the following events shall constitute an"Event of days of PrirneCo's request for such certificates. Default"hereunder by Owner. E. Waiver of Subroaaliott.. Each hazard insurance (i) The Ww e by Owner to msikq any policy c ai Tied by or on behalf of Owner insuring the improvements payment required to be merle by Owner hereunder,as and whin dare, comprising it portion of the Leased Property or located on Owner's where such failure continues for a period of thirty (30)days after Property"each hazard buuranct policy tarried by or on behalf of written notice thereof is given by PrimeCo to Owner. PrimeCo insuring Prirrwco's communications fieeilities located on the Leased Property shall provided standard extended coverage (ii) The failure by Owner to eliminaa or including,without limitation,coverage against losses by fire. Each came the elimination of any intatferrr,ae within the ten (10) day such policy shall be written to provide that the insurance company time period provided in Paragraph 18.0. waives all rights of recovery by way of subrogation dw it may have agaInst Owner or PtancCo in connection with any loss or dxnage (iii) The failure by Owrw to obmve covered by such policy. Each party futlter agrees and hereby or perform any of the covenanm or provisions of this Low to be releases ere other patty with respect m any claim(intruding a claim observed or pexfermed by Owner, other titan as specified In for negligerim)which such party may have against die other party ParIgaphs I I.A,(I)or I I,A.(il),where such failu m cotubnuas for a for loss, damage or destruction of,or liability for damages to, the period of thirty (30)days after written notice thereof is given to property of die other occurring during the term of this Lease,u may Owner,provided,however,that it shall not be an Event of Default be extended, and normally covered under a fire insurance policy by Owner if Owner commences to we such failure within such (rt.ry OV) 3 NOV 6199 10 : 57 FR PRIMECO PERSONAL COMM 4079955568 TO 9181725el536 P . 09/ le thirty(30)day period and thereafter diligently proses such out period of more rhea thirty(30)days,for public purposes,or mid to a to completion. vondemrring ieahoi* under throat of condie nrmdon to pttaveut v raking,this Lease shall aamnetially unni Late as of the day of the (N) I(Owner defiant or an event of default taking,condannaaion or sale. occurs under any inortgage, deed of trust, any lease under which Owner holds title to any portion of Owners Property,or any other Il. Phial Qa smttet„m. In the evert any portion of similar encumbrance and such default or event of default affects tho Leased Property shall be talcan or eondmwA eldw PtimcCes and/or its sublessees'and/or licensees'use of the Leased permanently or for a period of more than dit(30)days.for public Property or tho operation of PrimeCds and/or its sublessees'and/or purposes, or sold to a condemning authority under dwee of licrnseea'communications facilities on the Leased Property. condemnation to prevent taking,Owner ap--s that PAmcCo mazy use and/or construct upon an almrnape portion of Owners Property (v) A voluntary or involuntary petition in which is equally suitable for PrimvWs purposes, provided such banksuptay is filed by or against Owner, or Owner beootnes alternate portion is available, The location of the alternate portion of insolvent (meaning, unable to pay his, her or its debts as they Owners Property to which PftwCo. may relocate shall be become due), or Owner makes a bansfer or conveyance in determined by Owner and tiny be upon any portion of Owner's constructive or actual laud of creditors or makes a general Property (or other property owned or controlled by Owncr� ettrottgement or general assignment for the bcnc&of creditors. provided that such tdternase portion of Owner's Property is equally suitable for PrimeCa's ituer4ed uses, as determined in PrirneCo's B. Remedigi 92M If an Event of sole and absolute dlscmion. Owner shall designate an altemaw pefanslt by Owner occurs, in addition to any other remedies portion ofOwnds Property to which PriawCo may relocate prior to available to PrimeCo at law or in equity,PrimeCo shall have(i)the the taking,condam»ation or sale. If an alternate potion of Owners Tight to terminm this Lcase and all rights of Owner hereunder by Property is available and such alternate pordort of Owner`s Property giving Owner written notice thereof and/or(11)the right,but not the Is acceptable to PtimeCo,In PrInwCo's sole and absolute discm6on, obligation, to cure such default and offset again'[ any rent or any Owner and PmimeCo shall enter into an amendmevit to this Lease other amounts payable by PrimeCo to Owner pursuant to this lease, designating such skomate portion of Owner's Property as the Leased or require Owner to reimburse to PrimcCo within ten(10)days of Property. In th6 avant no alternate portion of the Owners Property PrimeCo giving Owner writLcn notice dKrcoA the costs of oaring is equally suitable for PrimeCo's intenled uses, this Gcase shall such default plus interest thereon st ten percent(10%)per annum automatically terminate as of the day of the taking,condmumtIon or from the data such costs are incurred until the date of reimbursement sale or offsaL if PrimeCo elects W terminate this Lease pursuant to this Paragraph I I.B., Owner shall reimburse to PrimeCo any prepaid C. Cggltpilgon Award. Owner shall receive the entire rent pursuant to the provisions of Paragraph S. condemnation award for tin+ land and nwh other Improvements as ate owned by OYxrAr, and PrimoCo hereby expressly assigns to 12. SALE OR TRANSFER BY OWNER. Should Owner, OWNER any and Wl right, title and Interco of PrimeCo now or at any rime during the term of this Lowe,as may be exYeaded,tali, hereafter arising in and to any such award. PtinxCo shall have the lease, transfer or otherwise convey all or any portion of Owners right to recover frvm such authority, but rat 6om Owner, any Property to any irmferee other than PrimcCo, such sale. tease. compensation as may be awarded to PrImeCO on account of transfer or other conveyance shall be subject to this Lease and all of PrimcCo's leasehold Inwrest, moving and relocation expanses, PrimaCo's rights hereunder. intemrption of business and depreeistion to and minoval of the personas peopetty and fixtures of PrimeCo. 13. 1•lAZA.RlDOUS SUBSTANCES.Owner represents and warrants that (i) no portion of the Site constitutes proceeded D. 1> beta of Rent. If this Leaso is terminated wetland or any similar envirommittally critical area, (0) no pursuant to time prow xlons of Paragraphs I.A.A.or RD,,Owner shall Hazardous Substances are located in, upon or under the Site and reimburse to PtimeC4 any prepaid rent pursuant to the provisions of (iii) no petroleum products are now or (to the best of Owner's Paragraph 5 and all rights and obligations of Owner and PrimeCo knowledge) have in the past been stored (whether in taroks or arising afar tho date of uxmkintion shall lerlith=. otherwise)on or under the Site or on other lands owned by Owner and immediately next to the Site. For purpose of this provision, 15. FM OR OTHER CASUALTY. "HAwdous Substances" includes any substance identified as hazardous,toxic,or dangerous in any applicable fbdit-A,state,or A. OwrWs Oblieasion tQ Re»air.Restolajtd/or local law or regulation. Owner and Prin%*Co each represent and Rewnse vet. If any building,tower,stsuchue or other improvement covenant to the other that neither will cause contamination of the leased to PrimcCo as pan of the Leased Property, or any access Site by any hazardous Substances brought in or upon the Site or thereto, is damaged or destroyed by a casualty oovmd by the on a mcnt lands. Each party to this agreement agrees to insurance required ;o be carried by Owner hereunder,Owner, at indemnify and hold the other harmless from any cost,liability or Owners expense,slut]promptly commence and diligently prossome expense (including without limitation, cost of cleanup or Ones, 10 completion appropriate repairs,rastoradon Xwor reconstruction reasonable attorney fees,and court or administrative proceedings) and this Lease shall oontinue In full Force and ePoet *erred by tha ethos on account of contamination of the Site by Notwithstanding the: preceding senlaim, if any building, td64w, any Hazardous Subsu mce. structure or other irmpmvemertt leased to PrirneCo as pan of the o Leased Property,or any access dl crtao,is darnagrd to the amlt of 14. CONDEMNATION. more than one half(1/1)of its replaaemerd cost or to any substemial extant by a casualty not covered by Owners insurance, Owner, A. In the event the whole of within ten(s 0)days after the cutialry.shall deliver wrkten rrotioo W Owners Property, including, without limitation, the Leased PrimcCo of Owtx!s election (i) riot to repair, reatore and/or Property,shall be taken or condemned,either permanandy or for a reconstruct such improvements or any access thereto but to (Fbtvoiro,l 4 NOV 6198 10 : 57 FR PRIMECO PERSONAL COMM 4079955568 TO 918172581536 _ P . 10f18 designate an atten aft portion of Owner's Property on which pdmvCo w parietal on the Lewd Property shad be demo to be PrimeCo rosy 1018c110 in accordance whit Paragraph I S.S.or(ii)to for the use or bens&ref OWNER so that no tnecbmmics or odw liar repair,restore and/or reconstruct such improvernenes or boy access shall be allowed againo the estate of OWNER by reason of iv thereto if, as a result of any such caswlty, rho teased Property conserd to such worst. OWNER shall haves the right to post notices becomes totally or partially unusable by PnmeCo,tent shall abate that it is not responsible for payment for may such work. during the period of repair,restoration and/or reconstruction in the same proportion to the total gent as the portion of the Leased R. Landlord's lien. Owner disclaims id Property tendered unusable bears to the entire Leased Property. waives any now existing or hereafter arising larWlord's lien or other statutory or am-Aahm- ry lien or seetaity hNcseat in PrinjeCo's *b. Aherne Site. Owner agrees that during any and/or its sublessee' and/or lioettse W cotrununloadons Wlides, period of repair,restorWon and/or reconstruction or for rise balance equipment,improvements,fixwrts and other properly. of the term of this Lease,as may be extended,if Owner elects not to repair, restore and/or reconstruct such improvements or any recces$ 17. TAXFS;1+L%D'1'EtviANCL thereto,PrimeCo may use and/or construct upon an alternate portion of Owner's Property which is equally suitable for PrimeCes A. TAU. PMW--a shall be rospousibic for purposes, provided sw% alternate portion is available. The exact paying all personal property taxes assessed directly upon Pritre Ws portion of Owners Property to which PdmeCo may relocate shall be communications facilities lowed out rho L=W Property. Omar determined by Owner and may be upon any portion of Owner's shall be responsible for paying all personal property taxes oasttessed Prop tty (or other property owned or controlled by Owner), directly upon any improvernerts owned by Owner and locmd on provided that such alternate portion of Owner's Property is equally the Owners Property. Owner also shall be responsible for paying 43 suitable for PrimeCo's intended usas as determined by PrimeCo in real property taxes assessed directly upon the OwWs Property PrimeCo's sole and abwlute discretion. Owner shall designate a including, without limitation, the Leased Property; provided, temporary.alternate portion of owner's Property to which PrimeCo however, if any portion of PrimeCcrs corritnuniosoons facilities is may relocate within twenty lbur(24)hows of the casualty and will assessed as real property rather than as personal Xoperty,PrimeCo designate a permarmt. portion of Owners Property to which shall be responsible for paying to Owner,within thirty(30)days of PrinteCo may relocate in any notice to PrimeCo that Owner does not PrimeCo's receipt of wr fun notices doreo(,the portion of the real intend to repair, restore and/or reconstruct such improvements, or estate taxes attributable to FdrneCo's communications facilities and any &cuss thereto. If an alternate portion of Owner's Property Is Owner shall pay such taxes to the appropriate governmental available and such alternate portion of Owners Property is authorities upon receipt of such funds flrom PrhneCo. [PrimeCo acceptable to PrimeCo, in PrimeCo's sole and absolute discretion, shall pay to Owner,all sales taxes levkd against the annual rent paid Owner and PriumCo shall enter into an arm ndirront to this L.easo by PritneCO to Owner. and Owner shall pay such sales taxes➢to,and designating such alternate portion of Owners Property as the Leased file all required forms with,aw appropdw govamnoW authorities Property 6) until the repairs, restoration and/or reconstruction is upon receipt of such sales taxes fttmt PrimeCo. Owner shall be complete or (11) potmsnengy If Owner dos not Intend to repair, responsible for paying all income faxes levied against Owtrer's restore andlor reconstruct such improvemems of any access thereto. income derived from the Leased Property.) C. PrtrneCo's RIM to Terminew. PrimeCo may 8. PrimaCo, at PrtawWs terminate teas l,.oase by giving Owner written notice of lermination expense. shall be responsible for maintaining. repairing and lf. (1)Owner undertakes the repair,restoration and/or reconstruction replacing PrimeCo's cgmmrmioadons facilities located on the Leased of such improvements or of any access thereto but fails to complete Property and'shail cause its sublessees and/or lieeaseas to maintain, such repair,restoration, and/or reconstruotion within forty-five(45) repair and replace their respective communications facilities located days alter the casualty; (il) Owner notiftes PrImoco of Owner's on the Leased Property. Owner, at Owner's expense, shell be intention not to ropek, restore and/or reconstruct the Tower: (Ili) responsible for maintaining, repairing and mplacing the Owner's Owner fails to deliver to PrimeCo the written notice required under Property and the improvements located thereon except for the Paragraph 15.A, within ten (10) days after the casualty; or (iv) communkations facilities of PfteCo and Its sublessees mWor PrinwCo does not approve any alternate portion of Owners licensees. All maintenance, re*M and mplaewtemts mquiCod Pro". If PrimeCo elects to terminate this Lease pursuant to this purtuant to this Paragraph 17.8.shall be perrbyned in a good and Paragraph 15.C, Owner shall reimburse to PrimcCo any prepaid woftianlike manner and shall be in eompliaanoe with all rent pursuant to ttc provisions of Paragraph 5 and all rights and Governmental Laws,as defined in Paragraph 23.C. obligations of Owner and PrlmeCo arising after the date of termination shall terminate, is. QUIET EN.WYMIM AND NQN- MERFERENCE. 16, LIENS. A. Quiet Enloo Owner represents, A. Mechanics' Liens. PrimeCo shall keep the warrants and agrees that PrimeCo, upon paying the rent and Leased Property rives tom any liens arising out of any work performing rite Covenants and provisions in ttis Lease to be performed, materials farnishcd, or obliVitions incurred by or for observed or performed by PrimcCo shall peaceably and quietly have PgroaCo. PrimeCo shall, within twenty (20) days of Primeca's and eatioy the L eased Property. teaeipt of written notice of the imposition of any such lien,(I)cause the same to be released of record by payment or (it) deliver to a. Interference. Owner hereby grants w Owner a bond in tho arrtount of one hundred tam percent(110%)of PrimeCo.as a primary inducement to lirizr C s a retain$ into this the aetwtmi of the lien. Upon delivery of the bond to Owner, Lease,the fast priority right to itistall PrimeeCo's and its sublessees' PritncCo may contest the validity of the lien. Once the lien is and/or lie msees' cemmemications facilities on Owreefs Property released of record,any bond provided by PrimeCo to Owner shall be From time to time, Ovrur may grant to other entities the rtgfrt•+e3 released and rewtrA to PrimeCo. No worts which Owner permits install and/or operates communications facilities on.portions of tn.tyosrrr►a g NOV 6198 10 : 58 FR PRIMECO PERSONAL COMM 40799555EB TO 918172581536 P . 11 / 18 Owners Ptapctty not leased to PrimeCo,provided,however Owner acts such claim is pro.dicated shall Wdentttiry and hold harmtlim the Sul not allow or permit the installation or operation of otter parry$oat and agaitat any and all liabditics,claims,dtweirids, corm anuemons WHO= by outer occquits to interfem wilt the actim. losses, damigee, orders, penalties, costs andRor expenaaa, operation or use of PrinwCo's or its sublessors' and/or lieerssees' including,without limitation,reasonable at mlicys fors ittctared in communications facilities as they exist at the time of such other connection therewith end"I defend such action by legal counsel occupant's installation or as they may be modified, added to, or reasonably acceptablc w the brdaunif led patty. substituted at any time,or from time to time,during the term of this Iwsse,as may be extended. Further,Owner shall not cmue,permit 21. ES7OPFF-L CERTWICATE& or allow any other up of,or condition on,Owners Property which interferes with or impairs(i)the communications facilities or signal A. Owtrar. Owner, at the rogttest of PrinteCo, strength of PrimeCo or its sublessees and/or licensees from the ,trail provide PrimeCo with a ondficete stating: (i)whether Owner Leased property or 00 the use of the Leased Property by PrimeCo has any claim against FfteCo and if so,stating the riauae of such and/or its sublessees and/or licermm. If any such irnerferencw claim;(h)that Owner mcopizes Prim"s ownership of Prkne(t ols occurs.Oaroer agrees to eliminate or cause the elimination of such communications facilities and otter property;(ill)that PdmvCo has integfem ice with PrimeCo's or its sublessece and/or licensees' the right to remova PrimcCo's commuaieettioas faelltuas and now operations,,of their respective communications facilities or signal property from the teased Property notwlftwidhtg that much may be strengths or use of the 1.ansed Property within ten (10)days agar considered a fixture under local law;(vi)that an Event of iktlsttlt by Owners receipt of MmeCo's written notice of such interfcrenoe and, PrimcCo has not occurred or would not oowr with the giving of If necessary, to cause the intcrfcring party to cease its operations. notice and/or cite pasttsge of tire,and(v)that Owner has no interest Except in cases of emergency,Owner shall not have access to the in and disclaims any interest to PrimeCo's cou mtmicatiow feaillties Leased Property unless accompanied by PrimeCo personnel. and other property. 19. RIIGFLT'S TO EQUIPMENT; CONDMON ON Ell PrimcCo,at die request of Owner, SURRENDER. shall provWc Owner with a ocitificate staling: (i)that this Lase is unmodified and in !WI fora and effect(or,if there has been any A. PenigW PtoHM, The communications facilities, modification,dwt the same is in full force and afka as tr,odiliod and equipment, improvements, focturm and other property of PrimeCo stating the modification); (11) whether or not, to PrimeCo's and its sub1cssoes and/or licensees m the L.cascd Property shall be knowledge.any set-otfs,or defeues exist against the ardbreerttesrt of and remain the personal property of PdmeCo and/or Its sublessees any of the agreements,tears,covenanns or conditions Hereof to be and/or licensees,even though some of it may be permanently afted performed or complied with by MmuCo(and if so specifying the To the land.and PrimeCo and its sublassaw and/or licensees shall be sane);and(iii)the date through which the rent has been paid, entitled to take or remove alt or any portion of their respective communications facilities, cquipmcnt, improvements, fixtures and M. NOTICE& Any notice.mquen or demand required or other property from the Leased Property without any hindrance by, permitted io be giver pursuant to this Una 4*11 ba in writing turd through or under Owner or the holder of any mortgage,deed of mast, shall be deemed sufficiently given it(i)delivered by messenger at gtoand lease or otter encumbrance,. At the termination or expiration the address of the irconcled recipient, (11)seat prepaid by fiedaal of this lease.PrinwCo and its sublessees and/or licensees shall have Express(or a compatable guataruoed overnight delivery service),or the right.but not The obligation,to remove all or any part of their (ill) deposited in the United Statist first class mail (registered or respective communications facilities, cquipment, Improvements, ccrtlD4 postage prepaid,with return receipt requested). Any such fixwres and other property from the Leased Property. If PrimcCo or notice.regtAt,or demand so given shall be deomcd given on the its sublessees and/or licensees elect to remove all or any part of their day it is delivered by messenger,on the day aster the day of deposit respective communications facilities, equipment, improvements, with Federal Express(or a comparable ovemight delivery servi'c)), fixtures and other property PrimeCo shall repair or cause to be or or)the day that is two(2)days after deposit in die United States repaired any derriage caused by such removal, and shall otherwise Mall,as the case may be. surrender 4Ie leased Property at the expiration of the teen,as may have. been extended, or earlier tcrtnination thereof, in good pnwaco; condition.ordinary wcar and tear.damage by fire and other casualty PrimeCo Personal Communlicaaions,Limited Pard►erzhip excepted. Any of PdnwCo's or its sublessees' and/or licensees' 777 Yamaso Road,Suite 600 communications &ailities, equipment, Improvements, fixtures and Boca R an,Florida 33431 other property that has not been removed from the Property withal ATIN; Pfoperty Manager thing(30)days ofthe termination or expiration ofthis Lease shall be Telephone•.: 561-995.5553 deemed abandoned by PrimeCo or its sublessees mtdlor licensees. A191 a oom 1£: B. EM"q anon of ClaiW. Any dalrns relating Associate Ckjwral Counsel to the condition of the leased Property must be presented by Owner PrimaCo Personal Cemmunkaskn4.l.bnited Parviayhip in writing to PrimeCo within thirty(30)days afar the termination or 98751.1idden ftivcr Parkway,Suite 350 cxpimlon of this Leasc or Owner shall be deemed to have Tampa,Florida 33637 irlsvocably waived any and all such claims. Telephone: S IM154 40 20. BROKERS. Owner and PrimoaCo each represent and Ow warrant to the other that he,she or it has not negotiated with any Frank K.Spain broker or agent, real estate or otherwise, in ton etion with this 409 S.Beach Road Leaser. Owner and PrimcCo each agree that,if any claim is made Hobe Sound,FL 33455 against the other for a broker's or agcnfs commission,finder's fte or Telephorw;561-467-1000 the like by mason of the acts of such party. the party upon whose rFt 17l01/97) 6 r a NOU 6198 10 : 58 FR PRIMECO PERSONAL COMM 4079955568 TO 918172581536 P . 12i18 Any party may outage his,her or its address for notice purposes by acceptable to PrltaCVS oottnscl) tW vaiidib of this Lattnso tied giving notice in aooprdance with this Paragttiph 22. PtttneCo's right to remain in occupancy and have, aooraa to the Lasod Property as Ions as PdmeCo is not in Mob*of this Lane,in 23, MISCELLANEOUS PROVISION& the event of a Sore:kmtre or the exercise of any other remedies under any such mortgage, deed of taut, ground kase or other A. UU.UnWmg Lim, Owner represents, enctanbranae. Psinae(-'o shall execute whavver inswznents may warrants and agrees that OWNER is seized of good and suf Want reasonably be roquired to evidence this subotdirwrlon. If,as of the title to and interest in the Owner's Property and has MI authority to date of execution of this lease,any nwit",deed of u%tK ground enter into rand execusc this Lease and no undisclosed liens, lease or other similar encumbrance affects Ownees Property,Owner judgrntxas or impediments of title exist on Owner's Property that agrees to use its best efforts in assisting end cooperating with would affect this lease. PrimeCo to obtain from the holder of such mortgage, deed of trust, ground lease, at other encumbrance a written agrewriant that B. NlaLM, Ainendnwrats. This Lease, PrimeCo shall not be dLsuuhed in Its possession.we and enjoyment including the exhibits and aftachments which are artached hereto of the Leased Property as long as an Event of Default by PrimeCo and incorporated herein by this rcfera cc, incorporates all has not ocowimd Wn under. agreements and un4crstandinp between Owner and PrinvCo. No verbal agreements or understandings shall be binding upon either I. ventk&. if any portion of this Lease Is Owner or PrimeCo, and any addition, amerAmtnt, variation or declared by an arbitrator or arbitrators to be 9ravaalld or Modification to this Lease shall be ineffective unless made in writing unenforceable.such portion shall be dammed.modified to the cxem. and signed by Owner and PrimcCo, necessary in such arbitrators or arbitrators'opinion to render pch portion enforceable, and. ae so modified, upob pordott and The C. CQlsaoliaga with cieverturxruall Lad balance of this Lease,shall cantinas in full force grad tffwt. Owner represents,warrants and agree s that throtaglioul the term of this Lease, as may be extended, the Owner's Property including, J. Entbtvernotte, if tither petty institutes my without limiukdom, the Leased Property and all improvements action or proceeding in arbitration to enforce any provision ha"C thereon, other titan Improvements owned by PrImcCo or its or any action for dtarnages for any alleged broach of any provision sublessees and/or licemttccs, shall be in cwrnpliance with all laws, hereof,the prevailing parry in such action or prooeLding,in addition codes,and regulations of all federal,state and local governmental or to any other award given by the arbitrawKs), shall be entitled to gtiasi-govertemental authorities (evllectively, "Governmental receive from tiara non-prevailing party such amount as the Laws"). Subject to Owner's compliance with the terms of this arbitrator(s) nray agludge to be reasonable attorneys' fees for the Paragraph 23.C.,PrimeCo agrees that any improvomenu constructed services rendered to the prevailing party, together with its other on the Leased Property by PrimeCo and/or its sublesaees and/or reasonable lilisation expenses. lioctmos and the operation of the communications facilities of PrimcCo and/or its sublessees and/or licensees on the Leased K. Wwdive&I In adman to the other Property shell be in compliance with all Governmental Laws. rumedies provided for In this L case,, any patty shall be entitled to immediate restraint by injunction of any violation of any of the D. Governing Law. This i..ease and the covenants,conditions or provisions of this Lease. performance, hereof shall be governed, interpreted, construed and regulated by the laws of the state in which the Leased Property is L. lde�adinxs. The captions of the Pwagraphv of located. this Lease are for convenience of referernce only and shall not affect the interpretation of this Lease. el I3eno8L This Lease, and each and every covenant and condiWn herciherein, is intended to benefit the Leased M. &ightine of Communiottlons Facilities. If Property and to run with the Owner's Property and shall extend to any laws or regulations of the Federal AviationA'—dm ni istradon, and bind the heirs,personal representatives,successors and assigns Federal Communications Commission or any oam govenitrnmtel of the parties. agency at body require or moon and the liglstiog and/or marl dog of PrimcCo's or its sublessees' md/or Ikersees' ern inkadons F. Covenants and Conditions. The parties agra facilities or the unr ovenwo upon which such communications that all ofutc provisions hereof shall be construed as both covenants facilities arc located including, without liraitalor4 any btdll amg, and conditions,the sauna as if the words importing mob covenants tower or other improvements comprising a portion of the l.ee and conditions had been used in each separate Paragraph. Property.Owner agrees that Pnn*Co,at PdmeCo's expense, away install and maintain such lighting or markings. Primeco,howcva. G. 4G rwitiction. TU parties acknowledge that shall not be responsible: for the insta ttion or nubtenanee of any each has had an opporturilry to review and negotiate this Lear mad lighting or markings required by the opendorts of Owner at Owner's has executed this I.rase only slier such review and negotiation. The other tenants andlor fioensm. language of this Lease shall be construed simply and according to Its fair meaning,and this Law shall not be construed more strictly in N. Memorandum of Lease. Concurrently with Owen or against either party. the:execution of this Lease,Owner shall execute before a notary and deliver to PM*Co for recording a "Memorandum. of Lase H. Nondissturbattcs ANUMt. At Owners Agreement,"also rer+aenced as"Short Form Lease,"in the form of option, this lease shall be subordinate to any mortgage, deed of tiro attached Exhibit"C" Such Memorandum shall not disclose any trust, ground kase pr other encumbrance which fiarn tfmn to time financial terms, unless required to do so by the laws of the may encumber all of any part of the Owner's Property,provided that Jurisdiction in which such Memorandum is recorded, every such mortgagee,beneficiary, trustee,or other holder having rights thereunder agrees to recognize (in writing and in it form (i<L1=1197) 7 NOV 6198 10 : 59 FR PRIMECO PERSONAL COMM 4079955562 TO 918172581536 P . 13/ 18 O, SMMUJ. Tim obli coons of each party to IN VA TNESB V4MUOF.the patties have exacmd this Lease: mdtannify,hold haradm,and ddaad the other party shall tsavive the expiration or test Action of dds Lemso. OWNER:FRANK K. P. Qm� This Lemm wary be executed m as amy couMerptnl5 as may be required by the parties- It shall not Sy: be necessary thm the sigmOmt on behalf of al]parties hereto appear Name. Frank KC Spain on each courimpart hereof,end it shall be suftierrt if the signamm Title: p tJaASAL on beh& of all parties hereto appear on one (1) or more counterparts. All countetptuts shall coiloctively omsdtm a single S.SiTax No-: *4 4o4Q agreement. Address: ,M s• UlAmmt VaArS, Q. ftber of Antart m if ft Leasod Property � $w p4D ,P L+ e33*sur includa tower space,I'1'irn*Co shall have the right to install nines(9) Data: amutrtas and nirw(9)cubic IkKa in such tower space. Throughout the X4m term, as may be ommdW, Owner shall reserve load witnesses: capacity on the tower on which such tower space is located to accommodate PrirtmCol nine(9)antennas and nine(9)cable nuts if By: By: PrnneCo,at any time or from time to time,installs Iess than nine(9) Name:&�L a• Nom Rr anrem+as and nitre(9)cable litres. ❑ See Auadhm nt. "S" for oarAitwaliorr of Owner R. Arbitratim Any carteroversy or claim"Ing signatt m. out of or relating to this Luse,or the breach of this Lease,shall be settled by arbitration in accordance with the tales mw rega ndow of PREMECO: the American Arbitration Aimciadon,And judgmt upon ft lrwud rondcrod by the arbittamr(s) may be emend in any court having PrimeCo Personal Cummtmicatiom,Lbubcd Partimahip, jurisdiction thereof The decision of the arbivator(s)shall be fora! a Nlaware Heal ed pAmmship and non-appealable. S, _116mtienal Term. By: N D Q to • UL� TiUc:'T6t.ata tuq^L. bsKAcxf R. Address:af+* t"4pmb '7bw4:k. , sorry Goo loc.++ "-m*A *a t Name: (�,y� N8°10�wea3•ti'lelt�.� NOV 6 '98 10 :59 FR PRIMECO PERSONAL COMM 4079955568 TO S18172581536 P . 14i18 EXHIBIT"A" DESCRIIPnON OF OWNER'S PROPERTY SIMID:SPAIN TOWER#62713 mscmproN of PARENT TRACT ASO paA yrC#Ow4 K SCi WC'C COMPAN r, I'Kf0 ADD A,-cowa AV s►. Lvcac cowry ovevc Arcofos OW f Q A.S.Aa No► KN01W 0 Y W A.Z. 4 ASSOC.) BECINNINC on the North boundary line of the S 1/4 of the NE 1/4 'Of t�♦ SE 1/4 of Seetion 8, Township 34 South. Rangy 40 Casio of o point 362. 6 feet East from the NW corner of said S 1/4 of the NE 1/4 of the SE 1 4, :vtd paint We'll 100 fq.t We:te�tr from (when rmtas�ed at right ongtes , ) the jurvey 11ne of Slate Road Wa. S; themew- run south it 21" 34" East 500 feet clon4 0 line 100 legit Wester�l of and parallel to said surrey 11661. thtnev turn and run Southweftorl 512, Not, rare cif less, to a point 500 feet South of the NW corner of 1/4 of NE 1/` of SE 1/4, on the Wert ten• of the E 1 /Z of the SE 1/4 of 99i4 sgctlen: thence North 500 feet 10 the NW corner of the S t/4 of the NE 1/4 of the SE 1/4; thtr+ce run East ateng the North tint of the S 1 /4 of the NE 1/4 of the SE 1/4 to the EvIrit of be inning. rot VAq In and bcinq a part of the SE 1/4 of 5e0110n G. rownsh+p 34 South, Range 40 East. NOV 6198 10 : 59 FR PRIMECO PERSONAL COMM 4079955568 TO 918172581536 P . 15i18 >E7 ulm I'll" DTPIC rM OIL POItTION Of OWN1ELi S PROPIF,RIY LEASED TO PREKECO SITE ID:SPAIN TOWER#62713 [TO BE ATTACHED tr,.�zov�y 10 s NOU 6 ' 98 10 : 59 FR PRIMECO PERSONAL COMM 4079955568 TO 918172581536 P . 16/18 TMS INSTRUMENT PREPARED BY: NAME_ GEORGE HOWEL.I<.,IR,ESQ. ADDRESS: PrimeCo Personal Communications,Limited Partnership 777 Yamsto Road,Suite 630 Boca Raton,Florida 33431 "EXHIBIT C" SHORT FORM LEASE (Site Lease ID#:SPAIN TOWER 962713) M SHgRT FORM LWE evidences that a lease was made and altered into by writzcn Lease Agreement dated 19Zt by and between FRANK K,SPAIN("OWNER')whose address Is 409 S,Beach Road,Hobe Sound, FL 33455, and PRMGCO PERSONAL COMMUNICATIONS, LMMD PARTNERSW, a Dalawars limited partnership("PRIM8CO")whose address is 777 Yanmato Road,Suitt 600,Boca Raton,Fl.33431,the terms and conditions of which are incorporated herein by reference. OWNER hereby leases to PRIMECO a certain site located at 6199 N, U,S, 1. City of Indrio. County of St. Lucie, Static of Florida, within the property of OWNER which is described in"Exhibit A"attached herein,with grant of easement for unresuictcd tights of access thereto and to etectric and telephone facilities,all as more specifically described in the Lease Agretmem the terms of which are incorporated herein by refampob,for a term of five(5)years commencing on the date that is the earlier of(1)one hundred twenty(120)days after the Execution Dane or(ii)the date that PR AECO commences instalAtion of its Communications faoilitits on such site,which Cann is subject to four(4)additional five(5)year extension periods by PRDAECO. 11 IN WrTNESS WHEREOF,OWNER and PRIMSCO have duly executed this Short Form Lease as of the day and year first above written. OWNER: PRIMECO: Frank K,Spain PrimeCo Personal Communications,Limited Partnership, t a Delaware limited partnership lied _ Nam a: Frank K.Spain Name 'r1WAlP JeCgi.. I�I►OAM—M t S.S. ax No.: L&'AL^C{&—q.0*S S.S./Tax No,: Address: 409 S.Beach Road Address. r1Ar+�R�a 'RQ40k t%04-M 400 Kobe Sound,FL 33455 ,1 T q?O" ,106 L_ Data: Date: Witnessas: asses:•�, Name: Name: ❑Set Arwchaent"SN"for continuation of Owner signatures. STATE OF COUNTY OFI&fttj� The.foregoing instrument was ackoowledged before me this day of�i9011 by El by as of a corporation; or ❑ as partner(or agent)on behalf of _ a patttitership. H&She 6 personally known to nit or has produced XMI19ASLI C as identification. (Printed,'Typed or Stampe4 Name of Notary) 7 f •�� (OFVrlAL NOTARY SIGNATUM) LMptt;ciai Seat Notary Public—State o4usida•Aj�. NOTARY PuBoc STATE Of ARt2ONA C00"I of Cc c ni ,ibHN J LEN I �000 E ra enrollee C><t.ilrty� 1 l NOU 6 ' 88 11 : 00 FR PRIMECO P ONRL COMM 4075555568 TO Jj172581536 P . 17/ 18 COVNPY OF 4'i! i _ f s•,Lw;r1 ,:•t ti- ,. c Tire llxaping immg ms +ear acknowledged before me this 161— day of�19�by'U�-T--{� w11CAL 1�7 i ssfI& of ArhneCo Ae,sonai Cemmm,iemiaas,Lbhited pti a De llrnlxd p+xmpsh{p,on bohWf of tlfe parentsthfp. F MIS Aasoadly known to ro of has pmdUecd ns tdetniflcatlon, (ptiatcdlCypad/Swt W Notary NUP0 (Official NotarySi ) No PlIblic—S [Florida w Jpilt�pN 7 AK COMY�M66pN/rx baAb'!0 I�IilE9:Apt i,7lim ltn�i111rn Netarr hRiR Un4ei�re Initials 12 NOV 6 ' 98 11 : 00 FR PRIMECO PERSONAL COMM 4079955568 TO 918172581536 P . 18i18 EXHIBIT"A" DESCRIPTION' OF OWNER'S PROPERTY SITE ID: SPA1ti TOWER #62'13 C*k=rwSCFVPMN OF PAFFNT TRACT ofsc��nav RCR WARRAwy art'd r0ow wow, No. A4v0 VIA WfCR0w4K SEpNCt C&IRANt, 4J-0 ANO o/n/p► lQ R.a•/bC NO r WNONN ow *& x & /!S'0c:) 11EGINNINQ on the North bawndory Irmo or the S 1/4 of tMe NE 1/4 of the SE 1/4 of Section fly T*wMlhfp 34 South, Flange 40 East; of o point 369. S feet fort from the NW cornet of raid S 1/4 of the NE 1 /4 of the SE 1 / 4, sa;d point being 100 feet Westerly from (when rnsasw.od qt 6;ht angle; too) the +rurver lime Of Slate Road No. S; tht.ncO, run South 14' 21 ' 34' Eceti $00 fret aIonq o line 100 (set Wester 7 of and aerobes to void survey 11A4; thence turn and run Southwc$14 z 512, feet. more or less, to a point "0 feet South of the NW corner of S 1 /4 of NE 1 /4 of SE 1/4, on the Wirt find of the ( 1 /Z of the SE 1 /4 of fold isetlon; (Hence North 500 fact Ito the NW Corner of the S 1/4 of the NE 1/4 of the SE 1/4; thence run Edit along the North tine of the S 1 /4 of the NE 1 /4 Of the SE 1/4 to tie point of be inning. Nt tying tm amd beinq o p4r1 of the SE 1/4 of Section 8, Township 34 'South, Range 40 East. ** TOTAL PAGE . 0 1 8 ** OU 6198 10 : 53 FR PRIME=CO PERSONAL COMM 4079955568 TO 918172581536 P , 01 / 18 Fax PrimeCo Personal Communications 777 Yamate Road Suitt:600 Boca Raton,FL 33431 Pinion-(561)999-SM FAX-(561)"S-5j68 G PRiMECar Dale: MA{ONA{40MYNNfC�1OM{ 11/6/98 To: From: Nora Thomas Lynn S.Wolter Company/Department; Comp2my/Depa1ment: Lease Control Site Development Fax Number: Fax Ntunber: 817459-1536 (mi)995-5568 Tcicphone Number: Tcicphpnc Number; (561)995-9539 Number of Pages(including cover sheet): �. 16 Message: Please find attached,a Lease Package for project number 103875—Spain Tower. Please process at your convenience,and if you have any farther qua'stions,please feel fire to contact me. Thank You. c;. THE INFORMATION CONTAINED IN THIS FACSIMILE MESSAGE MAY RE CONFIDENTIAL AND/OR LEGALLY PRIVILEGED INFORMATION INTENDED ONLY FOR THE USE OF THE INDIVIDUAL OR ENTITY NAMES ABOVE. IF THE READER OF THIS MESSAGE IS NOT THE INTENDED RWWIENT,YOU ARE HEREBY NOTIFIED THAT ANY COPYING,DISSEMINATION OR DISTRIBUTION OF CONnDENTG►L OR PRIVILEGED INFORMATION IS STRICTLY PROHIBITED, IF YOU HAVE RECEIVED THIS COMMUNICATION IN ERROR,PLEASE IMMEDIATELY NOTIFY US BY TELEPHONE,AND WE WILL ARRANGE FOR THE RETURN OF THE FACSIMILE. THANK YOU. Lessee Site ID/Number: Spain Tower,#62713 FIRST AMENDMENT TO LEASE AGREEMENT This First Amendment to Lease Agreement ("Amendment") is made this 2nd day of August, 2013 (the "Effective Date"), by and between MARY JANE SPAIN AND GUY W. MITCHELL, III, each on the behalf of and as Co-Executors of the Estate of Frank K. Spain, Deceased (collectively, as "Owner") and VERIZON WIRELESS PERSONAL COMMUNICATIONS LP d/b/a Verizon Wireless, a Delaware limited partnership("Lessee"). WHEREAS, Frank Spain ("Prior Owner"), as lessor, and PrimeCo Personal Communications, Limited Partnership, a Delaware limited partnership ("Prior Lessee"), as lessee, entered into that certain Lease Agreement dated August 24, 1998 (hereinafter the "Base Lease") whereby Lessee leased from Prior Owner certain space on Prior Owner's Tower and Property located at 6189 N. U.S. 1, City of Indrio, Florida, as more particularly described therein (the "Leased Property");and WHEREAS,the Estate of Frank K. Spain,deceased(the"Estate"), is successor in interest to Prior Owner and is the current owner of the Leased Property;and WHEREAS, Verizon Wireless Personal Communications LP d/b/a Verizon Wireless, is successor in interest to Prior Lessee and is the current lessee of the Leased Property;and WHEREAS, Lessee has advised Owner that it desires to add three (3) antennas, six (6) coax transmission lines,one(1)GPS antenna and fiber cable within its existing lease space;and WHEREAS,Owner and Lessee desire to amend the Base Lease as provided herein. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree to be legally bound to this Amendment as follows: 1. The Recitals set forth above are incorporated herein as though set forth in full hereafter. Capitalized terms not defined in this Amendment shall have the same meaning as such terms have in the Base Lease. 2. Owner agrees that Lessee shall be permitted to: (a)add three(3)new antennas to its existing installations for a total of nine (9) antennas, (b) install six (6) additional coax transmission lines, (c) install one (1) additional GPS antenna, (d) install such wires, cables, conduits and pipes as necessary to connect the aforementioned equipment to the Lessee's existing installations, and (e) bring fiber cable to the Leased Property (all of the foregoing are collectively, the "New Equipment"). Lessee's antennas on the tower will be located at approximately two hundred twenty six feet(226) above ground level. 3. In connection with the installation of the New Equipment, Paragraph 23(Q)of the Base Lease is hereby deleted in its entirety and is replaced with the following: 1 Lessee Site ID/Number: Spain Tower,#62713 23. MISCELLANEOUS PROVISIONS (Q) Number of Antennas. Lessee shall have the right to install up to nine (9) antennas, twelve (12) coax transmission lines and two (2) GPS antennas within the existing Leased Property. Throughout the Lease term, as may be extended, Owner shall reserve load capacity on the tower on which such tower space is located to accommodate Lessee's nine (9) antennas and twelve (12) coax transmission lines. 4. Owner and Lessee acknowledge that (a) a structural analysis has been performed with respect to the addition of the New Equipment as contemplated under this Amendment, and (b) the tower requires modifications prior to installation of the New Equipment (the "Tower Modifications"). The parties acknowledge that Lessee shall not be permitted to commence installation of the New Equipment until the Tower Modifications are completed. 5. The parties acknowledge that Lessee pays rent annually on November 1 of each year. The Base Lease is hereby amended to define the "Commencement Date" as November 1, 1998. Accordingly, the parties agree that Lessee will submit its annual rental payments pursuant to the Base Lease on or before November 1 of each year. 6. The parties agree and acknowledge that the Base Lease is currently in the second (2nd) 5-year extension period (the "Current Term"). In accordance with the amendments made in Paragraph 5 of this Amendment, the parties hereby agree and acknowledge that the Current Term runs from November 1, 2008 and is set to expire on October 31, 2013. Thereafter, there are two (2) additional 5-year extension periods remaining under Paragraph 4(B) of the Base Lease. Owner hereby grants to Lessee three (3) additional, successive 5-year extension periods on the same terms as set forth in Paragraph 4(B) of the Base Lease, so that as of the Effective Date of this Amendment, Lessee shall have five (5) additional, successive 5-year extension periods remaining under the Base Lease following the expiration of the Current Term. 7. The annual rent due under the Base Lease shall be increased by (the"Rent Increase") on November 1, 2013 and shall continue to escalate in accordance with Paragraph 5 of the Base Lease. Accordingly, the annual rent due durin the 5- ear term commencin on November 1, 2013 shall be escalator referenced in Paragraph 5 of the Base Lease). 2 Lessee Site ID/Number: Spain Tower,#62713 8. After the Effective Date, if Lessee desires to install on the tower additional or other equipment which would increase loading of the tower or transmit on different frequencies than those already being used by Lessee (the "Project Installations"), then Lessee shall be responsible, at its sole expense, for first obtaining a tower survey/engineering study to determine if such Project Installations are feasible and will not cause objectionable electrical or radiation interference with the operation of any antenna, transmitter or related equipment on the tower installed by any other lessee, licensee or user of the tower. If the survey/study shows that the plans for the Project Installations are not feasible without an upgrade of the tower, then Lessee shall, at its sole expense, undertake and accomplish all necessary upgrades of the tower as necessary to handle the Project Installations. Lessee shall not undertake any Project Installations unless it has first provided notice of its intent to do so to Owner, along with a copy of the survey/study and list of all additional or other equipment desired to be installed on the tower, and obtained Owner's prior written consent, as determined through structural loading analysis and in view of Owner's own requirements for use of the tower, such consent not to be unreasonably withheld, delayed or conditioned. Lessee's future changes or modifications to equipment or frequencies that are like for like,however,will not require Owner's consent. 9. Paragraph 8 of the Base Lease is hereby deleted in its entirety and replaced with the following: This Lease may be sold, assigned or transferred by the Lessee without any approval or consent of the Owner to the Lessee's principal, affiliates, subsidiaries of its principal or to any entity which acquires all or substantially all of Lessee's assets in the market defined by the Federal Communications Commission in which the Leased Property is located by reason of a merger, acquisition or other business reorganization. As to other parties, this Lease may not be sold, assigned or transferred without the written consent of the Owner, which such consent will not be unreasonably withheld, delayed or conditioned. No change of stock ownership, partnership interest or control of Lessee or transfer upon partnership or corporate dissolution of Lessee shall constitute an assignment hereunder. 10. Paragraph 18(B) of the Base Lease is hereby amended to include the following: Prior to operating its equipment on the tower, Lessee at its cost shall perform testing to ensure that its equipment will not cause objectionable electrical or radiation interference with the operation of any antenna, transmitter or related equipment on the tower. In the event Lessee desires changes or modifications to be made in its equipment located at the Leased Property, then such changes or modifications shall not cause interference with the operation of any other lessee's antenna, transmitter or related equipment. 11. Verizon Wireless' notice address in the Base Lease is hereby replaced with the 3 Lessee Site ID/Number: Spain Tower,#62713 following: Lessee: Verizon Wireless Personal Communications LP d/b/a Verizon Wireless 180 Washington Valley Road Bedminster,New Jersey 07921 Attention:Network Real Estate 12. The parties acknowledge that Owner is comprised of Mary Jane Spain and Guy W. Mitchell, III each serving as Co-Executor of the Estate pursuant to and in accordance with that certain Decree Admitting Will to Probate and Granting Letters Testamentary, filed with of record in the office of the Clerk of the Chancery Court of Lee County, Mississippi on May 20, 2006 in Case Number CV2006-000756 (the "Decree"). Each Co-Executor of the Estate hereby represents and warrants that he and she each has the authority to enter into this Amendment on behalf of the Estate,to bind the Estate to the terms of this Amendment and to perform the obligations of Owner under the Base Lease,as amended hereby. 13. The parties hereby reaffirm their rights and obligations under the Base Lease as modified by this Amendment. In the event of any inconsistencies between the Base Lease and this Amendment, the terms of this Amendment shall control. The Base Lease and this Amendment contain all agreements, promises or understandings between Owner and Lessee and no verbal or oral agreements, promises or understandings shall be binding upon either Owner or Lessee in any dispute, controversy, or proceeding at law, and any addition, variation or modification to the Base Lease and Amendment shall be void and ineffective unless made in writing and signed by the parties. In the event any provision of the Base Lease or Amendment is found to be invalid or unenforceable, such a finding shall not affect the validity and enforceability of the remaining provisions of the Base Lease or Amendment. [Signatures appear on the following page.] 4 Lessee Site ID/Number: Spain Tower,#62713 IN WITNESS WHEREOF,the parties have executed this Amendment as of the date indicated above. OWNER: WITNESSES: ESTATE OF FRANK K. SPAIN, DECEASED By: m <fi✓ u/4 ✓'arn Mary Jane Spain, Co-Executor Date: August 2, 2013 Name: . o�arras , By: Name: �;}-k L,,�,,6er� Guy W47i ch III, Co-Executor �� Date: ��a�s-1- 5 , 2013 Name: Axr4- S-}ZGi� LESSEE: WITNESSES: VERIZON WIRELESS PERS NAL COMMUNICATION L d/ a VERIZON WIRELESS Name: ��.t..( By: Name: Print Name: Hans . Leutenegger Its: Area Vice PrLdenti Network Date: l. ev' h , 2013 5 Lessee Site IDNumber: Spain Tower,#62713 SECOND AMENDMENT TO LEASE AGREEMENT TJ is Second Amendment to Lease Agreement ("Second Amendment") is made this 1P ` day of J , 201A(the "Effective Date"), by and between MARY JANE SPAIN on the behalf of and as Trustee of the Frank K. Spain Marital Trust ("Owner"), and VERIZON WIRELESS PERSONAL COMMUNICATIONS LP d/b/a Verizon Wireless, a Delaware limited partnership ("Lessee"). Owner and Lessee are at times collectively referred to hereinafter as the "Parties" or individually as the "Party." WHEREAS, Frank Spain("Prior Owner")and PrimeCo Personal Communications,Limited Partnership, a Delaware limited partnership (n/k/a Lessee) entered into that certain Lease Agreement dated August 24, 1998 (hereinafter the"Base Lease"), as amended by that certain First Amendment to Lease Agreement dated August 2, 2013, by and between Owner and Lessee (hereinafter the "First Amendment")pursuant to which Lessee leases certain premises on the real property located at 6189 N. U.S. 1, City of Indrio,County of St. Lucie Florida and as more particularly described in the Base Lease (the"Leased Property");and WHEREAS, the Frank K. Spain Marital Trust (the "Trust), is successor in interest to Prior Owner and is the current owner of the Leased Property;and WHEREAS, Lessee has advised Owner that it desires to replace six (6) of its existing antennae with (6) new antennae and add six (6) new coax transmission lines, all within its existing lease space;and WHEREAS, Owner and Lessee desire to amend the Base Lease as amended by the First Amendment as provided herein. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree to be legally bound to this Second Amendment as follows: 1. The recitals set forth above are incorporated herein as though set forth in full hereafter. Capitalized terms not defined in this Second Amendment shall have the same meaning as such terms have in the Base Lease as amended by the First Amendment. 2. Owner agrees that Lessee shall be permitted to: (a) replace six (6)of its existing antennae with (6) new antennae, for a total of nine (9) antennae, (b) install six (6) new coax transmission lines, for a total of eighteen (18) coax transmission lines and (c) install such wires, cables, conduits and pipes as necessary to connect the aforementioned equipment to Lessee's existing installations (all of the foregoing are collectively, the "New Equipment"). Lessee's antennae on the tower will be located at approximately two hundred twenty six feet(226') above ground level. Portions of the New Equipment shall be installed in the locations depicted on Exhibit "B-2" attached hereto and incorporated herein by reference. i Lessee Site ID/Number: Spain Tower,#62713 3. Paragraph 3 of the Base Lease is hereby deleted in its entirety and replaced with the following: USE OF THE LEASED PROPERTY. Lessee shall use the Leased Property for the purpose of constructing, maintaining, repairing and operating a communications facility and uses incidental thereto. All improvements, equipment, antennas and conduits shall be at Lessee's expense and their installation shall be at the discretion and option of Lessee. Nothing herein shall be construed to in any way limit Owner's right to enter the Leased Property, provided, however, that in the event Owner or any of its employees, agents or representatives access the Leased Property, they shall not be permitted to make alterations or repairs to, perform maintenance on, or otherwise touch Lessee's equipment. 4. Exhibit `B" to the Base Lease is hereby deleted in its entirety and replaced by Exhibit "B-2" attached to this Second Amendment. From and after the Effective Date, any references to Exhibit "B" to the Base Lease shall be deemed to refer to Exhibit "B-2" attached to this Second Amendment. 5. Paragraph 4(C) of the Base Lease is deleted in its entirety. 6. Commencing on the earlier of (a) the first day of the month following the date upon which Lessee commences installation of the New Equipment or (b) the first day of the month following the date that is sixty (60) days after the Effective Date either the"Rent Increase Date" the annual rent due hereunder shall be increased by such increase being prorated for any partial ease year. Within forty fivedays of the Rent Increase Date, Lessee shall pay the pro-rated share of the annual rent increase to cover the period from the Rent Increase Date through the next due date for the annual rent payment. Thereafter, the annual rent shall continue to escalate in accordance with Paragraph 5 of the Base Lease, as amended by Paragraph 7 of the First Amendment. 7. Paragraph 9 of the Base Lease is hereby deleted in its entirety and replaced with the following: INDEMNIFICATION. Each Party shall indemnify and hold the other harmless against any claim made by any third party of Iiability or loss from personal injury or property damage to the extent resulting from or arising out of the negligence or willful misconduct of the indemnifying Party, its employees, contractors or agents, except to the extent such claims or damages may be due to or caused by the negligence or willful misconduct of the other Party, or its employees, contractors or agents. INSURANCE. a. Notwithstanding anything to the contrary in the Base Lease, each Party hereby waives and releases any and all rights of action against the other Party for any loss or damage to the Leased Property or to the Owner's Property, resulting from any 2 i Lessee Site IDMumber: Spain Tower,#62713 I fire, or other casualty of the kind which is insurable under "Causes of Loss — Special Form" property damage insurance or covered by standard fire insurance policies with extended coverage, irrespective of whether or not, or in what amounts, the Parties actually maintain such insurance, even if any such fire or other casualty occurrence shall have been caused by the fault or negligence of the other Party, or anyone for whom such Party may be responsible. These waivers and releases shall apply between the Parties and they shall also apply to any claims under or through either Party as a result of any asserted right of subrogation. All such policies of insurance obtained by either Party concerning the Leased Property or the Owner's Property shall waive the insurer's right of subrogation against the other Party. b. Lessee will maintain at its own cost: i. Commercial General Liability insurance with limits of—pet' occurrence for bodily injury (including death) and for damage or destruction to property; ii. Commercial Auto Liability insurance on all owned, non-owned and hired automobiles with a combined single limit of not less than per each accident for bodily injury and property damage; and iii. Workers Compensation insurance providing the statutory benefits and Employers Liability with a limit of — each accident/di seaselpolicy limit. Lessee will include the Owner as an additional insured as its interest may appear under the Base Lease, as amended as of the date hereof, on the Commercial General Liability and Auto Liability policies. c. Owner will maintain at its own cost commercial general liability insurance with limits not less than —for bodily injury to or death of one or more persons in any one occurrence and — for damage or destruction to property in any one occurrence. Owner will include the Lessee as an additional insured as its interest may appear under the Base Lease as amended as of the date hereof. d. In addition, Owner shall obtain and keep in force during the term of the Base Lease as amended by Paragraph 6 of the First Amendment a policy or policies insuring against loss or damage to the building(s) located on Owner's Property with a commercially reasonable valuation, as the same shall exist from time to time without a coinsurance feature. Owner's policy or policies shall insure against all risks of direct physical loss or damage (except the perils of flood and earthquake unless required by a lender or included in the base premium), including coverage for any additional costs resulting from debris removal and reasonable amounts of coverage for the enforcement of any ordinance or law regulating the reconstruction or replacement of any undamaged sections of the 3 Lessee Site ID/Number: Spain Tower,#62713 building located on Owner's Property required to be demolished or removed by reason of the enforcement of any building, zoning, safety or land use laws as the result of'a covered loss, but not including plate glass insurance. 8. Paragraph 13 of the Base Lease is hereby deleted in its entirety and replaced with the following: ENVIRONMENTAL. a. Owner shall be responsible for all obligations of compliance with applicable federal, state and local requirements governing environmental and industrial hygiene matters including, but not limited to, those set out in any applicable statute, regulation, order, legal decision or by common law, except to the extent that any failure to comply with a requirement is caused by the activities of Lessee. b. Owner shall hold Lessee harmless, defend and indemnify Lessee from and assume all duties, responsibility and liability, at Owner's sole cost and expense, for all duties, responsibilities, and liability (for payment of penalties, sanctions, forfeitures, losses, costs, attorney's fees or damages) and for responding to any action, notice, claim, order, summons, citation, directive, litigation, investigation or proceeding which results or is alleged to have resulted from: (i) any failure to comply with any legal requirement governing environmental or industrial hygiene matters, except to the extent that any such non-compliance is caused by Lessee; and (ii)any environmental or industrial hygiene conditions arising out of or in any way related to the condition of the Leased Property or Owner's Property or activities conducted thereon, except to the extent that such environmental conditions are caused by Lessee. c. Lessee, in conducting its activities pursuant to the Base Lease, as amended as of the date hereof, will comply with all applicable federal, state and local requirements governing environmental and industrial hygiene matters including those set out in any applicable statute, regulation, order, legal decision or by common law. d. Lessee shall hold Owner harmless and indemnify Owner from and assume all duties,responsibility and liability, at Lessee's sole cost and expense, for all duties, responsibilities, and liability (for payment of penalties, sanctions, forfeitures, losses, costs, attorney's fees or damages) and for responding to any action, notice, claim, order, summons, citation, directive, litigation, investigation or proceeding which results from: (i) any failure by Lessee to comply with any applicable legal requirement governing environmental or industrial hygiene matters, except to the extent that any such non-compliance is caused by Owner; and (ii) any environmental or industrial hygiene conditions to the extent resulting from the activities of Lessee. Lessee shall not be responsible for any existing environmental conditions, including any contamination,which existed prior to the date of the Base Lease or for any environmental conditions or contamination to the extent not caused by Lessee or those acting on its behalf. 4 Lessee Site ID/Number: Spain Tower,#62713 9. Paragraph 18(B) of the Base Lease as amended by the First Amendment is hereby deleted in its entirety and replaced with the following: INTERFERENCE. Lessee agrees to install equipment of the type and frequency which will not cause harmful interference which is measurable in accordance with then existing industry standards to any equipment of Owner or other lessees of the Owner's Property which equipment existed on the Owner's Property prior to the date the Base Lease was fully executed. In the event any after-installed Lessee's equipment causes such interference, and after Owner has notified Lessee in writing of such interference, Lessee will take all commercially reasonable steps necessary to correct and eliminate the interference, including but not limited to, at Lessee's option, powering down such equipment and later powering up such equipment for intermittent testing. In no event will Owner be entitled to terminate the Base Lease, as amended as of the date hereof, or relocate the equipment as long as Lessee is making a good faith effort to remedy the interference issue. If Lessee is unable to remedy the interference issue within sixty (60) days, Lessee shall power down the interfering equipment indefinitely (except for intermittent testing at times approved by Owner) until the interference is cured. Owner agrees that Owner and/or any other tenants of the Owner's Property who currently have or in the future take possession of the Owner's Property will be permitted to install only such equipment that is of the type and frequency which will not cause harmful interference which is measurable in accordance with then existing industry standards to the then existing equipment of Lessee. The Parties acknowledge that there will not be an adequate remedy at law for noncompliance with the provisions of this Paragraph and therefore, either Party shall have the right to equitable remedies, such as, without limitation, injunctive relief and specific performance. 10. Paragraph 19(A) of the Base Lease is hereby deleted in its entirety and replaced with the following: Lessee shall, upon expiration of the term of the Base Lease as amended by the First Amendment, or within sixty (60) days after any earlier termination of the Base Lease, remove its building(s), antenna(e), equipment,conduits, fixtures and all personal property and restore the Leased Property to its original condition, reasonable wear and tear and casualty damage excepted. Owner agrees and acknowledges that all of the equipment, conduits, fixtures and personal property of Lessee shall remain the personal property of Lessee and Lessee shall have the right to remove the same at any time during the term of the Base Lease as amended by the First Amendment, whether or not said items are considered fixtures and attachments to real property under applicable laws. If such time for removal causes Lessee to remain on the Leased Property after termination of the Base Lease, Lessee shall pay rent at the then existing monthly rate or on the existing monthly pro-rata basis if based upon a longer payment term, until such time as the removal of the building, antenna structure, fixtures and all personal property are completed. Owner expressly waives all rights of levy, distraint or execution with respect to Lessee's property, including without limitation any statutory or common law security interest or 5 Lessee Site ID/Number: Spain Tower,462713 landlord's lien for rent. If Lessee has not removed its equipment, fixtures and personal property within the foregoing sixty (60) day period, Owner agrees to send an additional written notice of such failure to Lessee, and in the event Lessee fails to remove such equipment, fixtures and personal property within ten (10) days after receipt of such additional notice, then Owner may remove such equipment, fixtures and personal property from the Leased Property and Lessee will be liable for any costs of removal and disposition of same, as well as the restoration of the Leased Property to its original condition, reasonable wear and tear and damage caused by casualty excepted. Notwithstanding anything contained in the Base Lease (as amended as of the date hereol) to the contrary, the sixty (60) day period referenced in this paragraph may be extended by mutual written agreement of the Parties. 11.Paragraph 23(Q)of the Base Lease is hereby deleted in its entirety. 12. Owner's notice address in the Base Lease is hereby replaced with the following: If by US Mail: Frank K. Spain Marital Trust c/o Microwave Service Company P.O. Box 1149 Hobe Sound FL 33475-1149 If by overnight delivery: Frank K. Spain Marital Trust c/o Microwave Service Company 409 South Beach Road Hobe Sound, FL 33455 With copy to: Martha Stegall, Esq. Mitchell,McNutt and Sams, P.A. P. O. 7120 105 S. Front Street Tupelo, MS 38804 13. The parties acknowledge that Owner is comprised of Mary Jane Spain serving as Trustee of the Trust (the "Trustee") pursuant to and in accordance with that certain Order of Summary Administration,filed of record in the office of the Clerk of the Circuit Court for Martin County, Florida, Probate Division, on May 11, 2012 in File No, 12-296CP. Owner hereby represents and warrants that the Trustee has the authority to enter into this Second Amendment on behalf of Owner, to bind Owner to the terms of this Second Amendment and to perform the obligations of Owner under the Base Lease and First Amendment, as amended hereby. Owner covenants that no consent from any other person or entity is necessary as a condition precedent to the legal effect of this Second Amendment. Owner agrees to indemnify and hold Lessee harmless from any loss or liability arising out of, or in connection with, any breach of any of the representations,warranties or covenants made by Owner in this paragraph. 6 Lessee Site TD/Number: Spain Tower,462713 14. The parties hereby reaffirm their rights and obligations under the Base Lease as amended by the First Amendment, and as further amended by this Second Amendment. In the event of any inconsistencies between the Base Lease as amended by the First Amendment, and this Second Amendment, the terms of this Second Amendment shall control. The Base Lease as amended by the First Amendment and this Second Amendment contain all agreements, promises or understandings between Owner and Lessee and no verbal or oral agreements, promises or understandings shall be binding upon either Owner or Lessee in any dispute, controversy, or proceeding at law, and any addition,variation or modification to the Base Lease as amended by the First Amendment and this Second Amendment shall be void and ineffective unless made in writing and signed by the parties. In the event any provision of the Base Lease as amended by the First Amendment or this Second Amendment is found to be invalid or unenforceable, such a finding shall not affect the validity and enforceability of the remaining provisions of the Base Lease as amended by the First Amendment or this Second Amendment. [Signatures appear on the following page.] 7 Lessee Site ID/Number: Spain Tower,#62713 IN WITNESS WHEREOF, the parties have executed this Second Amendment as of the date indicated above. Owner: WITNESSES: FRANK K. SPAIN MARITAL TRUST Name: Mar JadQne pain, Trustee Date: Lessee: WITNESSES: VERIZON WIRELESS PERSONAL COMMUNICATIONS LP d/b/a Verizon Wireless Name: 0/01 #4 By: (\ Print Name: Aparna Khurjek r Its: Vice Pret—Fiel)Network si en Date: ' 8 Lessee Site ID/Number: Spain Tower,#62713 EXHIBIT B-2 Depiction of the Leased Property [See attached three (3)pages.] 9 ■ \ 5 \ | e \ � ■ § k \, f} ; \ \ �\ 6 ! � + / Q \ � / ! / § ® _ w � \ � | ° ,/| o R! / § 01j, ` K` ! � | �� % � ) � k �/ � ■ e GA, ƒ � ( Le((2)) § { RH §® . . . . . � § e .� @ ) _ / ® 2; | 7 m § f � c © § \ - \ .� \ � — � �> \ )) Ro § o � a � e'c pp99 N * I ry4 At $i@ Lessee Site ID/Number: Spain Tower, g62713 THIRD AMENDMENT TO LEASE AGREEMENT This Third Amendment to Lease Agreement ("Third Amendment") is made this , day of -� j 201t� (tire " Effective Date"), by and between Mary Jane Spain, on the behalf of, and as Trustee of, the Frank K. Spain Marital Trust ("O %vner'), and Verizon Wireless Personal Conununications LP d/b/a Verizon Wireless, a Delaware limited partnership ("Lessee"). Owner and Lessee are at times collectively referred to hereinafter as the "Parties" or individually as the "Parry. " WHEREAS, Frank Spain ("Prior Owner") and PrimeCo Personal Communications, Limited Partnership, a Delaware limited partnership (n/k/a Lessee) entered into that certain Lease Agreement dated August 24, 1998, as amended by that certain First Amendment to Lease Agreement dated August 2, 2013, by and between Mary Jane Spain and Guy W. Itilitchell, each on the behalf of, and co- executors of the Estate of Frank K. Spam, Deceased, and Lessee, and as further amended by that certain Second Amendment to Lease Agreement dated March 17, 2016, by and between Omer and Lessee (collectively, the "Base Lease"), pursuant to which Lessee leases certain premises on the real properly located at 6189 N. U.S. 13 City of Indrio, Counly of St. Lucie Florida and as more particularly described in the Base Lease (the "Leased Property"); WHEREAS, the Frank K. Spain Marital Trust (tile "Trost"), is successor in interest to Prior Owner and is the current owner of die Leased Property; WHEREAS, Lessee has advised Owner that it desires to make certain equipment modification, all Within its existing lease space and as further described herein; and WHEREAS, Owner and Lessee desire to amend the Base Lease as provided herein. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the patties hereto agree to be legally bound to this Third Amendment as follows: I . The recitals set forth above are incorporated herein as though set forth in full hereafter. Capitalized terms not defined in this Third Amendment shall have the same meaning as such tennis have in the Base Lease. 2. Owner agrees that Lessee shall be permitted to: (a) replace six (6) of its existing antennae with (6) new antennae; (b) install six (6) new diplexers, three (3) new remote radio units, one ( 1 ) new OVP box and one ( 1) new hybrid cable; and (c) install such wires, cables, conduits and pipes as necessary to connect the aforementioned equipment to Lessee' s existing installations (all of Tire foregoing are collectively, the "New Equipment'), Following the installation of the New Equipment, Lessee' s total equipment configuration will be: nine (9) anterwae, eighteen ( 18) coaxial lines, six (6) diplexers, three (3) remote radio units, one (1 ) OVP box and one ( 1 ) hybrid cable. Lessee's antennae on the tower will be located at approximately two hundred twenty six feet (220) above ground level . Portions of the New Equipment shall be installed in the locations depicted on Exhibit `B - t Lessee Site ID/13umber: Spain Tower,962713 3" attached Hereto and incorporated herein by reference. 3. Exhibit "13-2" to the Base Lease is hereby deleted in its entirety and replaced by Exhibit "B-3" atlaclned to this Third Amendment. From and after the Effective Date, any references to Exhibit "B" to the Base Lease shall be deemed to refer to Exhibit "B-3" attached to this Third Amendment. 4. Commencing on the first day of the month immediately following the date upon which Lessee connlences installation of the New Equipment (the " " annual rent due under the Base Lease shall be increased by uch increase erng prorated for any partial lease year. Within sixty (60) days of the Rent Increase Date, Lessee shall pay the pro-rated share of the annual rent increase to cover the period from the Rent Increase Date through the next due date for the annual rent payment. Thereafter, the annual rent shall continue to escalate in accordance with the Base Lease. 5. Following completion of the installation of the New Equipment, Lessee shall provide Lessor Avith a copy of the "as built"construction drawings. 6. The parties acknowledge that Owner is comprised of Mary Jane Spain serving as Trustee of the Trust (the "Trustee") pursuant. to and in accordance with that certain Order of Surnmary Administration,filed of record in the office of the Clerk of the Circuit Court for Martin County, Florida, Probate Division, on May 11, 2012 in File No. 12-296CP. Owner hereby represents and warrants that the Trustee has the authority to enter into this Third Amendment on behalf of Owner, to bind Owner to the terms of this Third Amendment and to perform tine obligations of Oiv ner under the Base Lease as amended hereby. Owner covenants that no consent from any other person or entity is necessary as a condition precedent to the legal effect of this Third Amendment. Owner agrees to indemni6, and hold Lessee harmless from any loss or liability arising out of, or in connection with, any breads of any of Qte representations, warranties or covenants made by Owner in this paragraph. 7. The parties hereby reaffirm their rights and obligations tinder the Base Lease as amended by this Third Amendment. In the event of any inconsistencies between the Base Lease and this Third Amendment, the terms of this Third Amendment shall control. The Base Lease and this Thud Amendment contain all agreements, promises or understandings between Owner and Lessee and no verbal or oral agreements, promises or understandings shall be binding upon either Owner or Lessee in any dispute, controversy, or proceeding at laity, and any addition, variation or modification to the Base Lease and this Third Amendment shall be void and ineffective unless made in writing and signed by the parties. In the event any provision of the Base Lease or this Third Amendment is found to be invalid or unenforceable, such a finding shall not affect the validity and enforceability of the remaining provisions of the Base Lease or this Third Amendment. [Signatures appear on the following page.] 2 Lessee Site ID/Number: Spain Tower, #62713 IN WITNESS WHEREOF, the parties have executed this Third Amendment as of the date indicated above. Owner^ WI TNESSES : FRANK K. SPAIN MARITAL TRUST d7�/ �i//, ull� Mars' Ja e £Spain, Tntstee Date: f4 Lt' �f j Name: ✓ 01/ / d5/ r � Lessee: WITNESSES : VERIZON WIRELESS PERSONAL f COMMUNICATIONS LP d/b/a Verizon Wireless r CTw Name: .�, + l. . d � (�•- � �„ l� By : Name: I,S ( btu Print Name: ank Wise Its : Execntj've /D ' ctor, Network Field Engineering 3 t,essee Site ID/Number: Spain Tower, H62713 EXHIBIT B-3 Depiction of the Leased Property [See attached three (3) pages.] 4 R ' e20 \ � a LL / \ \ } © ( } & ± \ . � . ƒ i , : ] ; ; ; \ ! § \ el \ I D � . - , y , ( [ %Pi : d2 ` ` \ » � % � ! . , \ a j / \ \ ) §IJ \ ` ® , g )u § z � , ! ; ! ! • � In0 MUZ _j 0 ) i ggR , A d ( b ( ( U § , ! , ! . mr , M - _ m _ , ± § Egg| , 2 � O 3 \ \ / / ; ± 0in g - - - , ! j � , Q ! \ ) \ , 00 ,2 / j § m R A q ! / gq % ) } z « C + / § j 44 / w bz J � j % § LL ® MODEM � 69 wa { 0 � \ \ er ( ( \ / } � - ) \ ` « - ! \ � ^ � . . . , , . , me�Z / ^ ( / \ \ 0 e0 \ - � 2 « . / , _ m! | . 3 ± ± ƒ E ƒ )) } 2 « ; ! 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