HomeMy WebLinkAboutTOWER LEASE AGREEMENTr 0.SrVNED
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SCANNED a�LESSOR Site Name: Wynne Ranch —70003
BY Fe SC �9 �e� LESSEE Site ID: SCI Towers Wynne Ranch- 68895
St. Lucie County
TOWER LEASE AGREEMENT
This Agreement, made this 3LS day of �� 201] between SCI
TOWERS, LLC, a Delaware limited liability company, with its principal offices located at P.O.
Box 664, Hopkinton, MA 01748, hereinafter designated LESSOR and VERIZON WIRELESS
PERSONAL COMMUNICATIONS LP d/b/a Ver•izon Wireless, a Delaware general
partnership with its principal offices at One Verizon Way, Mail Stop 4AW100, Basking Ridge,
New Jersey 07920 (telephone number 866-8624404), hereinafter designated LESSEE. The
LESSOR and LESSEE are at tines collectively referred to hereinafter as the "Parties" or
individually as the "Party".
WITNESSETH
In consideration of the mutual covenants contained herein and intending to be legally
bound hereby, the Parties hereto agree as follows:
1. PREMISES. LESSOR hereby leases and demises to the LESSEE and LESSEE
hereby leases and accepts from LESSOR a portion of that certain space (the "Tower Space") on
the LESSOWs tower, hereinafter referred to as the "Power", located on the northside of State
Road 68 as shown on the Tax Map of the St. Lucie County Tax Office as a portion of Parcel ID
Number 2108-111-0001-010-8 (the entirety of LESSOR's property is referred to hereinafter as
the "Property"), together with a 12' x 30' parcel of land containing Three Hundred Sixty (360)
square feet (the "Land Space"); together with the non-exclusive easement (the "Easement") for
ingress and egress, seven (7) days a week, twenty-four (24) hours a day, on foot or motor vehicle,
including trucks, and for the installation and maintenance of utility wires, poles, cables, conduits,
and pipes over, under, or along a twenty foot (20') wide right of way extending fiorn the nearest
public right-of-way, State Road 68 (Orange Avenue), to the Land Space; together with a non-
exclusive ice bridge easement and any further easements over and through the Property between
the Land Space and the Tower Space for the installation and maintenance of utility wires, poles,
cables, conduits, and pipes (the "Further Easements"). The Tower Space, the Land Space, the
Easement and the Further Easements are substantially described in Exhibit "A", attached hereto
and made a part hereof constitute the demised premises and are collectively referred to hereinafter
as the "Premises".
In the event any public utility is unable to use the Easement or Further Easements,
LESSOR hereby agrees to grant an additional easement either to LESSEE or to the public utility at
no cost to LESSEE.
LESSOR hereby grants permission to LESSEE to install, maintain and operate the radio
communications equipment, antennas and appurtenances on the tower level described in Exhibit
"B" attached hereto and made a part hereof.
LESSEE reserves the right to replace the aforementioned equipment with similar and
comparable equipment provided said replacement does not utilize additional space and capacity
that would result in an increased tower loading (both weight loading and wind loading) of the
Tower.
2. SURVEY. LESSOR also hereby grants to LESSEE the right to survey the Property
and Premises, and said survey shall then become Exhibit "D" which shall be attached hereto and
made a part hereof, and shall control in the event of boundary and access discrepancies between it
and Exhibit "A". Cost for such work shall be borne by LESSEE.
3. TERM: RENTAL: ELECTRICAL.
a. This Agreement shall be effective as of the date of execution by both
Parties, provided, however, the initial term shall be for five (5) years and shall commence on the
Commencement Date (as hereinafter defined) at which time rental payments shall commence and
be due at a total annual rental of
be paid in equal monthly installments of n the
first day of the month, in advance, to LESSOR or to such other person, firm or place as LESSOR
may, from time to time, designate in writing at least thirty (30) days in advance of any rental
payment date by notice given in accordance with Paragraph 25 below. The Agreement shall
commence on the earlier of: (i) the first (V) day of the month following the date that LESSEE
begins installation of its equipment at the Land Space or (ii) the first (1') day of the month
following substantial completion of the Tower site, except as provided herein. For the purposes
of this section the Tower site shall be deemed substantially completed ("LESSEE Ready") if, and
only if, (1) the Tower and Tower site are installed and completed and all permits and approvals
are received; (2) H-frame is set, conduit brought to a demarcation point and power is operational;
and (3) all access roads are completed and LESSEE has sufficient access to the site to install,
operate and maintain its equipment and shelter (the "Commencement Date"). LESSOR shall use
commercially reasonable efforts to pursue timely completion of the Tower site and to commence
construction on the Property by August 1, 2018. Notwithstanding any other provision in this
Agreement to the contrary, in the event LESSOR has not commenced construction of the Tower
by August 1, 2018, then LESSEE shall have the right to terminate this Agreement without
penalty provided that (i) LESSEE's acts or omissions are not the cause of LESSOR failing to
commence construction of the Tower site by August 1, 2018 and (ii) LESSEE exercises this right
to terminate by written notice to LESSOR prior to the Commencement Date. LESSOR and
LESSEE agree that they shall acknowledge in writing the Commencement Date. Such
acknowledgement of the Commencement Date may include email correspondence. LESSOR
and LESSEE acknowledge and agree that initial rental payment(s) shall not actually be sent by
LESSEE until thirty (30) days after the Commencement Date. By way of illustration of the
preceding sentence, if the Commencement Date is January 1, LESSEE shall send to the LESSOR
the rental payments for January 1 and February 1 by February 1.
Upon agreement of the Parties, LESSEE may pay rent by electronic funds transfer and in
such event, LESSOR agrees to provide to LESSEE bank routing information for such purpose
upon request of LESSEE.
b. For any party to whom rental payments are to be made, LESSOR or any
successor in interest of LESSOR hereby agrees to provide to LESSEE (i) a completed, current
version of Internal Revenue Service Form W-9, or equivalent; (ii) complete and fully executed
state and local withholding forms if required; and (iii) other documentation to verify LESSOR's
or such other parry's right to receive rental as is reasonably requested by LESSEE. Rental shall
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accrue in accordance with this Agreement, but LESSEE shall have no obligation to deliver rental
payments until the requested documentation has been received by LESSEE. Upon receipt of the
requested documentation, LESSEE shall deliver the accrued rental payments as directed by
LESSOR.
C. LESSOR shall, at all times during the Term, make available to the Premises
electrical service and telephone service access. If permitted by the local utility company
servicing the Premises, LESSEE shall famish and install an electrical meter at the Premises for
the measurement of electrical power used by LESSEE's installation. In the alternative, if
permitted by the local utility company servicing the Premises, LESSEE shall furnish and install
an electrical sub -meter at the Premises for the measurement of electrical power used by
LESSEE's installation. In the event such sub -meter is installed, the LESSEE shall pay the utility
directly for its power consumption, if billed by the utility, and if not billed by the utility, then the
LESSEE shall pay the LESSOR thirty (30) days after receipt of an invoice from LESSOR
indicating the usage amount based upon LESSOR's reading of the sub -meter. In addition, if a
sub -meter is installed at the Premises, LESSEE shall be required to install a sub -meter approved
by LESSOR, and LESSEE shall be required to pay all monitoring fees, if any, required to
generate LESSEE's power consumption reading. LESSOR shall send all invoices for LESSEE's
power consumption to LESSEE at the address provided in Paragraph 25 below. LESSEE shall
be permitted at any time during the Term, to install, maintain and/or provide access to and use of,
as necessary (during any power interruption at the Premises), a temporary power source, and all
related equipment and appurtenances within the Premises, or elsewhere on the Property in such
locations as reasonably approved by LESSOR. LESSEE shall have the right to install conduits
connecting the temporary power source and related appurtenances to the Premises. LESSOR and
LESSEE acknowledge that LESSEE must comply with all applicable laws and regulations
concerning the installation, operation, maintenance and removal of LESSEE's generator and/or
back up power supply including but not limited to obtaining any and all necessary government
approvals and permits. LESSEE agrees to indemnify, defend and hold harmless LESSOR for
any and all costs, claims, administrative orders, causes of action, fines, and penalties
(collectively, the "Generator Claims") which arise out of the installation, operation, maintenance
and removal of the generator and or back up power supply used solely by LESSEE except to the
extent such Generator Claims may be due to or caused by the negligence or willful misconduct
of LESSOR. Upon request of LESSOR, LESSEE agrees to provide LESSOR with all relevant
information concerning LESSEE's generator and/or back up power supply necessary for
LESSOR to comply with any reporting obligations for which LESSOR, but not LESSEE, is
responsible as a result of applicable law or regulation.
4. EXTENSIONS. This Agreement shall automatically be extended for four (4)
additional five (5) year terms unless LESSEE terminates it at the end of the then current term by
giving LESSOR written notice of the intent to terminate at least six (6) months prior to the end of
the then current term.
5. ESCALATION OF RENT. Commencing on the first annual anniversary of the
Commencement Date and on each annual anniversary thereafter during the term of this
Agreement (including all extension terms), annual rent shall increase by an amount equal to . .
Athe annual rent due for the immediately preceding lease year.
6. INTENTIONALLY OMITTED.
7. TAXES. LESSEE shall have the responsibility to pay any personal property, real
estate taxes, assessments, or charges owed on the Property which LESSOR demonstrates is the
result of LESSEE's use of the Premises and/or the installation, maintenance, and operation of
the LESSEE's improvements, and any sales tax imposed on the rent (except to the extent that
LESSEE is or may become exempt from the payment of sales tax in the jurisdiction in which
the Property is located), including any increase in real estate taxes at the Property which
LESSOR demonstrates arises from the LESSEE's improvements and/or LESSEE's use of the
Premises. LESSOR and LESSEE shall each be responsible for the payment of any taxes, levies,
assessments and other charges imposed including franchise and similar taxes imposed upon the
respective businesses conducted by LESSOR or LESSEE at the Property. Notwithstanding the
foregoing, LESSEE shall not have the obligation to pay any tax, assessment, or charge that
LESSEE is disputing in good faith in appropriate proceedings prior to a final determination that
such tax is properly assessed provided that no lien attaches to the Property. Nothing in this
Paragraph shall be construed as making LESSEE liable for any portion of LESSOR's income
taxes in connection with any Property or otherwise. Except as set forth in this Paragraph,
LESSOR shall have the responsibility to pay any personal property, real estate taxes,
assessments, or charges owed on the Property and shall do so prior to the imposition of any lien
on the Property.
LESSEE shall have the right, at its sole option and at its sole cost and expense, to appeal,
challenge or seek modification of any tax assessment or billing for which LESSEE is wholly or
partly responsible for payment. LESSOR shall reasonably cooperate with LESSEE at LESSEE's
expense in filing, prosecuting and perfecting any appeal or challenge to taxes as set forth in the
preceding sentence, including but not limited to, executing any consent, appeal or other similar
document. In the event that as a result of any appeal or challenge by LESSEE, there is a
reduction, credit or repayment received by the LESSOR for any taxes previously paid by
LESSEE, LESSOR agrees to promptly reimburse to LESSEE the amount of said reduction,
credit or repayment. In the event that LESSEE does not have the standing rights to pursue a
good faith and reasonable dispute of any taxes under this paragraph, LESSOR will pursue such
dispute at LESSEE's sole cost and expense upon written request of LESSEE.
8. USE: GOVERNMENTAL APPROVALS.
a. LESSEE shall use the Premises 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. LESSEE shall have the right to
replace, repair, add or otherwise modify its utilities, equipment, antennas and/or conduits or any
portion thereof and the frequencies over which the equipment operates located within LESSEE's
Tower Space and Land Space, whether the equipment, antennas, conduits or frequencies are
specified or not on any exhibit attached hereto, during the Tenn, provided said replacement,
repair, addition, or modification does not utilize additional space and capacity that would result in
an increased tower loading (both weight loading and wind loading) of said Tower. It is understood
and agreed that LESSEE's ability to use the Premises is contingent upon its obtaining after the
execution date of this Agreement all of the certificates, permits and other approvals (collectively
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the "Governmental Approvals") that may be required by any Federal, State or Local authorities
as well as satisfactory soil boring tests and structural analysis which will permit LESSEE use of
the Premises as set forth above. LESSOR shall cooperate with LESSEE in its effort to obtain
such approvals and shall take no action which would adversely affect the status of the Property
with respect to the proposed use thereof by LESSEE.
b. In the event that (i) any of such applications for such Governmental
Approvals should be finally rejected; (ii) any Governmental Approval issued to LESSEE is
canceled, expires, lapses, or is otherwise withdrawn or terminated by governmental authority;
(iii) LESSEE determines that such Governmental Approvals may not be obtained in a timely
manner; (iv) LESSEE determines that any soil boring tests or structural analysis is
unsatisfactory; or (v) following the second five (5) year term, LESSEE determines that the
Premises is no longer technically or structurally compatible for LESSEE's use, LESSEE shall
have the right to terminate this Agreement. Notice of LESSEE's exercise of its right to terminate
shall be given to LESSOR in writing by certified mail, return receipt requested, and shall be
effective upon the mailing of such notice by LESSEE, or upon such later date as designated by
LESSEE. All rentals paid to said termination date shall be retained by LESSOR. Upon such
termination, this Agreement shall be of no further force or effect except to the extent of the
representations, warranties and indemnities made by each Party to the other hereunder.
Otherwise, LESSEE shall have no further obligations for the payment of rent to LESSOR. In the
event LESSEE exercises its right to terminate for technical or structural incompatibility reasons,
LESSEE shall give LESSOR twelve (12) months' prior notice of its intent to terminate at any
time following the second five (5) year term.
9. INDEMNIFICATION. Subject to Paragraph 10 below, each Party shall indemnify
and hold the other harmless against any claim of liability or loss from personal injury or
property damage 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 maybe due to or caused by the negligence or willful misconduct of the other Party, or
its employees, contractors or agents.
10. INSURANCE.
a. Notwithstanding the indemnity in Paragraph 9, the Parties hereby waive
and release any and all rights of action for negligence against the other which may hereafter arise
on account of damage to the Premises or to the Property, resulting from any fire, or other
casualty of the kind covered by standard fire insurance policies with extended coverage,
regardless of whether or not, or in what amounts, such insurance is now or hereafter carried by
the Parties, or either of them. 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 Premises
or the 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 Two Million
Dollars ($2,000,000) per 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 One Million Dollars
($1,000,000) each accident for bodily injury and property damage; and
iii. Workers Compensation insurance providing the statutory benefits and
Employers Liability with a limit of One Million Dollars ($1,000,000) each
accident/disease/policy limit.
LESSEE will include the LESSOR as an additional insured as their interest may appear under
this Agreement on the Commercial General Liability and Auto Liability policies.
C. LESSOR will maintain at its own cost commercial general liability
insurance with limits not less than One Million Dollars ($1,000,000) for injury to or death of one
or more persons in any one occurrence and Five Hundred Thousand Dollars ($500,000) for
damage or destruction to property in any one occurrence. LESSOR will include the LESSEE as
an additional insured.
d. In addition, LESSOR shall obtain and keep in force during the Term a
policy or policies insuring against loss or damage to the LESSOR's Tower at full replacement
cost, as the same shall exist from time to time without a coinsurance feature. LESSOR'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 Tower 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.
11. LIMITATION OF LIABILITY. Except for indemnification pursuant to
Paragraphs 9 and 31, neither Party shall be liable to the other, or any of their respective agents,
representatives or employees for any lost revenue, lost profits, loss of technology, rights or
services, incidental, punitive, indirect, special or consequential damages, loss of data, or
interruption or loss of use of service, even if advised of the possibility of such damages, whether
under theory of contract, tort (including negligence), strict liability or otherwise.
12. ANNUAL TERMINATION. Provided LESSEE is not in default hereunder beyond
applicable notice and cure periods, following the second five (5) year term of this Agreement,
LESSEE shall have the right to terminate this Agreement upon the annual anniversary of the
Commencement Date provided that six (6) months' prior notice is given to LESSOR.
13. ACCESS TO TOWER. LESSOR agrees LESSEE shall have -free access to the
Tower at all times for the purpose of installing and maintaining the said equipment. LESSOR
shall furnish LESSEE with necessary means of access for the purpose'of ingress and egress to
this site and Tower location. It is agreed, however, that only authorized engineers, employees
or properly authorized contractors of LESSEE or persons under their direct supervision will be
permitted to enter said premises.
14. TOWER COMPLIANCE. LESSOR covenants that it will keep the Tower in
good repair as required by all Laws (as defined in Paragraph 35 below). LESSOR shall also
comply with all rules and regulations enforced by the Federal Communications Commission
("FCC") and Federal Aviation Administration ("FAA") with regard to the lighting, marking and
painting of towers. If LESSOR fails to make such repairs including maintenance LESSEE may
make the repairs and the costs thereof shall be payable to LESSEE by LESSOR on demand. If
LESSOR does not make payment to LESSEE within ten (10) days after such demand, LESSEE
shall have the right to deduct the costs of the repairs from the succeeding monthly rental
amounts normally due from LESSEE to LESSOR.
No materials may be used in the installation of the antennas or transmission lines that will
cause corrosion or rust or deterioration of the Tower structure or its appurtenances.
All antenna(s) on the Tower must be identified by a marking fastened securely to its
bracket on the Tower and all transmission lines are to be tagged at the conduit opening where it
enters any user's equipment space.
Not later than fifteen (15) days following the execution of this Agreement, LESSOR shall
supply to LESSEE copies of all structural analysis reports in the possession of LESSOR that have
done with respect to the Tower and throughout the Term, LESSOR shall supply to LESSEE copies
of all structural analysis reports that are done with respect to the Tower promptly after the
completion of the same.
Upon request of the LESSOR, LESSEE agrees to relocate its equipment on a temporary
basis to another location on the Property, hereinafter referred to as the "Temporary Relocation," for
the purpose of LESSOR performing maintenance, repair or similar work at the Property or on the
Tower provided:
a. The Temporary Relocation is similar to LESSEE's existing location in size and is
fully compatible for LESSEE's use, in LESSEE's reasonable determination;
b. LESSOR pays all costs incurred by LESSEE for relocating LESSEE's equipment to
the Temporary Relocation and improving the Temporary Relocation so that it is
fully compatible for the LESSEE's use, in LESSEE's reasonable determination
unless the Temporary Relocation is directly due to the actions of LESSEE;
c. LESSOR gives LESSEE at least ninety (90) days written notice prior to requiring
LESSEE to relocate;
d. LESSEE's use at the Premises is not interrupted or diminished during the relocation
and LESSEE is allowed, if necessary, in LESSEE's reasonable determination, to
place a temporary installation on the Property during any such relocation; and
e. Upon the completion of any maintenance, repair or similar work by LESSOR,
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LESSEE is permitted to return to its original location from the temporary location
with all costs for the same being paid by LESSOR.
15. 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 LESSOR or other lessees of the Property which
equipment existed on the Property prior to the date this Agreement is executed by the Parties.
In the event any after -installed LESSEE's equipment causes such interference, and after
LESSOR 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 LESSOR be entitled to terminate this
Agreement or relocate the equipment as long as LESSEE is making a good faith effort to
remedy the interference issue. LESSOR agrees that LESSOR and/or any other tenants of the
Property who currently have or in the future take possession of the 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.
16. REMOVAL AT END OF TERM. LESSEE shall, upon expiration of the Term, or
within seventy five (75) days after any earlier termination of this Agreement, remove its
building(s), antenna(s), equipment, conduits, fixtures and all personal property and restore the
Premises to its original condition, reasonable wear and tear and casualty damage excepted.
LESSOR 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, 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 Premises after termination of this Agreement, 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. LESSOR 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 landlord's lien for rent.
17. HOLDOVER. LESSEE has no right to retain possession of the Premises or any
part thereof beyond the expiration of that removal period set forth in Paragraph 16 herein,
unless the Parties are negotiating a new lease or lease extension in good faith. In the event that
the Parties are not in the process of negotiating a new lease or lease extension in good faith, and
LESSEE holds over in violation of Paragraph 16 and this Paragraph 17, then the rent then in
effect payable from and after the time of the expiration or earlier removal period set forth in
Paragraph 16 shall be equal to one hundred twenty five percent (125%) of the then -effective
monthly rent, prorated from the effective date of termination to the date the equipment is
removed from the Premises.
18. INTENTIONALLY OMITTED.
19. RIGHTS UPON SALE. Should LESSOR at any time during the Term decide (a)
to sell or transfer all or any part of the Property or the Tower thereon to a purchaser other than
LESSEE, or (b) to grant to a third party by easement or other legal instrument an interest in and
to that portion of the Tower and or Property occupied by LESSEE for the purpose of operating
and maintaining communications facilities or the management thereof, such sale, transfer or
grant of an easement or interest therein shall be under and subject to this Agreement and any
such purchaser or transferee shall recognize LESSEE's rights hereunder under the terms of this
Agreement. To the extent that LESSOR grants to a third party by easement or other legal
instrument an interest in and to that portion of the Tower and/or Property occupied by LESSEE
for the purpose of operating and maintaining communications facilities or the management
thereof and in conjunction therewith, assigns this Agreement to said third party, if the third
party agrees in such legal instrument to undertake all of LESSOR's obligations under this
Agreement, LESSOR shall be released from its obligations to LESSEE under this Agreement
and LESSEE shall have the right to look to the third party for the full performance of this
Agreement..
Nothing in this Paragraph 19 or the preceding Paragraph 18 shall be construed to prohibit
LESSOR from (i) selling its entire interest in the Property or (ii) leasing available space on the
Property and the Tower (excluding the Premises leased by LESSEE hereunder) to other third
party communications providers.
20. QUIET ENJOYMENT. LESSOR covenants and agrees that LESSEE, on paying
the rent and performing the covenants herein, shall peaceably and quietly have, hold and enjoy
the Premises.
21. TITLE. LESSOR represents and warrants to LESSEE as of the execution date of
this Agreement, and covenants during the Term that LESSOR is seized of good and sufficient
title and interest to the PropoM and has full Authority to enter into and execute this Agreement.
LESSOR further represents' Warrants and covenants during the Term that there are no liens,
judgments or impediments of title on the Property, or affecting LESSOR's title to the same and
that there are no covenants, casements or restrictions which prevent or adversely affect the use
or occupancy of the Premises by LESSEE as set forth above.
22. INTEGRATION. It is agreed and understood that this Agreement contains all
agreements, promises and understandings between LESSOR and LESSEE and that no verbal or
oral agreements, promises or understandings shall be binding upon either LESSOR or LESSEE
in any dispute, controversy or proceeding at law, and any addition, variation or modification to
this Agreement shall be void and ineffective unless made in writing signed by the Parties or in a
written acknowledgment in the case provided in Paragraph 3. In the event any provision of this
Agreement is found to be invalid or unenforceable, such finding shall not affect the validity and
enforceability of the remaining provisions of this Agreement. The failure of. either Party to
insist upon strict performance of any of the terms or conditions of this Agreement or to exercise
any of its rights under this Agreement shall not waive such rights and such. Party shall have the
right to enforce such rights at any time and take such action as may be lawful and authorized
under this Agreement, in law or in equity.
23. GOVERNING LAW. This Agreement and the performance thereof shall be
governed, interpreted, construed and regulated by the Laws of the State in which the Property is
located.
24. ASSIGNMENT AND SUBLETTING. This Agreement may be sold, assigned or
transferred by LESSEE without any approval or consent of LESSOR to 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 FCC in which the Property is located by reason of
a merger, acquisition or other business reorganization. As to other parties, this Agreement may
not be sold, assigned or transferred without the written consent of LESSOR, 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.
25. NOTICES. All notices hereunder must be in writing and shall be deemed validly
given if sent by certified mail, return receipt requested or by commercial courier, provided the
courier's regular business is delivery service and provided further that it guarantees delivery to
the addressee by the end of the next business day following the courier's receipt from the
sender, addressed as follows (or any other address that the Party to be notified may have
designated to the sender by like notice):
LESSOR: SCI Towers, LLC
P.O. Box 664
Hopkinton, MA 01748
LESSEE: Verizon Wireless Personal Communications LP
d/b/a Verizon Wireless
180 Washington Valley Road
Bedminster, New Jersey 07921
Attention: Network Real Estate
Utility Notices to LESSEE:
Verizon Wireless Personal Communications LP
d/b/a Verizon Wireless
M/S 3846
PO Box 2375
Spokane, WA 99210-2375
Notice shall be effective upon actual receipt or refusal as shown on the receipt obtained pursuant
to the foregoing.
26. SUCCESSORS. This Agreement shall extend to and bind the heirs, personal
representatives, successors and assigns of the Parties hereto.
27. SUBORDINATION AND NON -DISTURBANCE. At LESSOR's option, this
Agreement shall be subordinate to any future master lease, ground lease, mortgage, deed of trust
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or other security interest (a "Mortgage") by LESSOR which from time to time may encumber
all or part of the Property, Tower or Easement; provided, however, as a condition precedent to
LESSEE being required to subordinate its interest in this Agreement to any future Mortgage
covering the Tower or Property, LESSOR shall obtain for LESSEE's benefit a non -disturbance
and attornment agreement for LESSEE's benefit in the form reasonably satisfactory to
LESSEE, and containing the terms described below (the "Non -Disturbance Agreement"), and
shall recognize LESSEE's right to remain in occupancy of and have access to the Premises as
long as LESSEE is not in default of this Agreement beyond applicable notice and cure periods.
The Non -Disturbance Agreement shall include the encumbering party's ("Lender's") agreement
that, if Lender or its successor -in -interest or any purchaser of Lender's or its successor's interest
(a "Purchaser") acquires an ownership interest in the Tower or Property, then Lender or such
successor -in -interest or Purchaser will (a) honor all of the terms of this Agreement, (b) fulfill
LESSOR's obligations under this Agreement, and (c) promptly cure all of the then -existing
LESSOR defaults under this Agreement. Such Non -Disturbance Agreement must be binding on
all of Lender's participants in the subject loan (if any) and on all successors and assigns of
Lender and/or its participants and on all Purchasers. In return for such Non -Disturbance
Agreement, LESSEE will execute an agreement for Lender's benefit in which LESSEE (i)
confirms that this Agreement is subordinate to the Mortgage or other real property interest in
favor of Lender, (ii) agrees to attorn to Lender if Lender becomes the owner of the Tower or
Property, and (iii) agrees to accept a cure by Lender of any of LESSOR's defaults, provided
such cure is completed within the deadline applicable to LESSOR. In the event LESSOR
defaults in the payment and/or other performance of any mortgage or other real property interest
encumbering all or any part of the Property, LESSEE, may, at its sole option and without
obligation, cure or correct LESSOR's default and upon doing so, LESSEE shall be subrogated to
any and all rights, titles, liens and equities of the holders of such mortgage or other real property
interest and LESSEE shall be entitled to deduct and setoff against all refits that may otherwise
become due under this Agreement the sums paid by LESSEE to cure or correct such defaults.
28. RECORDING. LESSOR agrees to execute a memorandum of this Agreement (the
"Memorandum of Lease") in substantially the form attached hereto as Exhibit "C" and by this
reference made a part hereof, which LESSEE may record with the appropriate recording officer.
The date set forth in the Memorandum of Lease is for recording purposes only and bears no
reference to commencement of either the Term or rent payments.
29. DEFAULT.
a. In the event there is a breach by LESSEE with respect to any of the
provisions of this Agreement or its obligations under it, including the payment of rent, LESSOR
shall give LESSEE written notice of such breach. After receipt of such written notice, LESSEE
shall have fifteen (15) days in which to cure any monetary breach and thirty (30) days in which
to cure any non -monetary breach, provided LESSEE shall have such extended period as may be
required beyond the thirty (30) days if the nature of the cure is such that it reasonably requires
more than thirty (30) days and LESSEE commences the cure within the thirty (30) day period
and thereafter continuously and diligently pursues the cure to completion. LESSOR may not
maintain any action or effect any remedies for default against LESSEE unless and until LESSEE
has failed to cure the breach within the time periods provided in this Paragraph.
11
b. In the event there is a breach by LESSOR with respect to any of the
provisions of this Agreement or its obligations under it, LESSEE shall give LESSOR written
notice of such breach. After receipt of such written notice, LESSOR shall have thirty (30) days
in which to cure any such breach, provided LESSOR shall have such extended period as may be
required beyond the thirty (30) days if the nature of the cure is such that it reasonably requires
more than thirty (30) days and LESSOR commences the cure within the thirty (30) day period
and thereafter continuously and diligently pursues the cure to completion. LESSEE may not
maintain any action or effect any remedies for default against LESSOR unless and until
LESSOR has failed to cure the breach within the time periods provided in this Paragraph.
Notwithstanding the foregoing to the contrary, it shall be a default under this Agreement if
LESSOR fails, within five (5) days after receipt of written notice of such breach, to perform an
obligation required to be performed by LESSOR if the failure to perform such an obligation
interferes with LESSEE's ability to conduct its business on the Property; provided, however, that
if the nature of LESSOR'.s obligation is such that more than five (5) days after such notice is
reasonably required for its performance, then it shall not be a default under this Agreement if
performance is commenced within such five (5) day period and thereafter diligently pursued to
completion.
30. REMEDIES. Upon a default, the non -defaulting Party may at its option (but
without obligation to do so), perform the defaulting Parry's duty or obligation on the defaulting
Party's behalf, including but not limited to the obtaining of reasonably required insurance
policies. The costs and expenses of any such performance by the non -defaulting Parry shall be
due and payable by the defaulting Party upon invoice therefor. In the event of a default by
either Party with respect to a material provision of this Agreement, without limiting the non -
defaulting Party in the exercise of any right or remedy which the non -defaulting Party may have
by reason of such default, the non -defaulting Party may terminate this Agreement and/or pursue
any remedy now or hereafter available to the non -defaulting Party under the Laws or judicial
decisions of the state in which the Premises are located; provided, however, both Party's shall
use reasonable efforts to mitigate its damages in connection with a default by the other Party. If
LESSEE's ability to transmit its signal is adversely affected due to LESSOR's default and
LESSEE chooses to remedy said default, the full amount of the reasonable and actual cost and
expense incurred by LESSEE shall immediately be owed by LESSOR to LESSEE.
Notwithstanding the foregoing, if LESSOR does not pay LESSEE the full undisputed amount
within thirty (30) days of its receipt of an invoice setting forth the amount due from LESSOR,
LESSEE may offset the full undisputed amount due against all fees due and owing to LESSOR
until the full undisputed amount is fully reimbursed to LESSEE.
31. ENVIRONMENTAL.
a. LESSOR will be responsible for all obligations of compliance with any
and all environmental and industrial hygiene laws, including any regulations, guidelines,
standards, or policies of any governmental authorities regulating or imposing standards of
liability or standards of conduct with regard to any environmental or industrial hygiene
conditions or concerns as may now or at any time hereafter be in effect, that are or were in any
way related to activity now conducted in, on, or in any way related to the Tower or Property,
unless such conditions or concerns are caused by the specific activities of LESSEE in the
Premises.
12 .
b. LESSOR shall hold LESSEE harmless and indemnify LESSEE from and
assume all duties, responsibility and liability at LESSOR's sole cost and expense, for all duties,
responsibilities, and liability (for payment of penalties, sanctions, forfeitures, losses, costs, or
damages) and -for responding to any action, notice, claim, order, summons, citation, directive,
litigation, investigation or proceeding which is in any way related to: (i) failure to comply with
any environmental or industrial hygiene law, including without limitation any regulations,
guidelines, standards, or policies of any governmental authorities regulating or imposing
standards of liability or standards of conduct with regard to any environmental or industrial
hygiene concerns or conditions as may now or at any time hereafter be in effect, unless such non-
compliance results from conditions caused by LESSEE; and (ii) any environmental or industrial
hygiene conditions arising out of or in any way related to the condition of the Tower or Property
or activities conducted thereon, unless such environmental conditions are caused by LESSEE.
C. LESSEE will not introduce, use or permit any discharge or release of any
hazardous substance on the Premises in violation of any applicable environmental law or
regulation.
d. LESSEE shall hold LESSOR harmless and indemnify LESSOR 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, or
damages) and for responding to any action, notice, claim, order, summons, citation, directive,
litigation, investigation or proceeding to the extent resulting from: (i) LESSEE's failure to
comply with any environmental or industrial hygiene law, including without limitation any
regulations, guidelines, standards, or policies of any governmental authorities regulating or
imposing standards of liability or standards of conduct with regard to any environmental or
industrial hygiene concerns or conditions as may now or at any time hereafter be in effect, unless
such non-compliance results from conditions caused by LESSOR; and (ii) any environmental or
industrial hygiene conditions arising out of or in any way related to the condition of the Tower or
Property or activities conducted thereon, if such environmental conditions are caused solely by
LESSEE.
32. CASUALTY. In the event of damage by fire or other casualty to the Tower or
Premises that cannot reasonably be expected to be repaired within forty-five (45) days
following same or, if the Property is damaged by fire or other casualty so that such damage may
reasonably be expected to disrupt LESSEE's operations at the Premises for more than forty-five
(45) days, then LESSEE may, at any time following such fire or other casualty, provided
LESSOR has not completed the restoration required to permit LESSEE to resume its operation
at the Premises, terminate this Agreement upon fifteen (15) days prior written notice to
LESSOR. Any such notice of termination shall cause this Agreement to expire with the same
force and effect as though the date set forth in such notice were the date originally set as the
expiration date of this Agreement and the Parties shall make an appropriate adjustment, as of
such termination date, with respect to payments due to the other under this Agreement.
Notwithstanding the foregoing, the rent shall abate during the period of repair following such
fire or other casualty in proportion to the degree to which LESSEE's use of the Premises is
impaired.
13
33. CONDEMNATION. In the event of any condemnation of all or any portion of the
Property, this Agreement shall terminate as to the part so taken as of the date the condemning
authority takes title or possession, whichever occurs first. If as a result of a partial
condemnation of the Premises or Tower, LESSEE, in LESSEE's sole discretion, is unable to
use the Premises for the purposes intended hereunder, or if such condemnation may reasonably
be expected to disrupt LESSEE's operations at the Premises for more than forty-five (45) days,
LESSEE may, at LESSEE's option, to be exercised in writing within fifteen (15) days after
LESSOR shall have given LESSEE written notice of such taking (or in the absence of such
notice, within fifteen (15) days after the condemning authority shall have taken possession)
terminate this Agreement as of the date the condemning authority takes such possession.
LESSEE may on its own behalf make a claim in any condemnation proceeding involving the
Premises for losses related to the equipment, conduits, fixtures, its relocation costs and its
damages and losses (but not for the loss of its leasehold interest). Any such notice of
termination shall cause this Agreement to expire with the same force and effect as though the
date set forth in such notice were the date originally set as the expiration date of this Agreement
and the Parties shall make an appropriate adjustment as of such termination date with respect to
payments due to the other under this Agreement. If LESSEE does not terminate this Agreement
in accordance with the foregoing, this Agreement shall remain in full force and effect as to the
portion of the Premises remaining and LESSOR shall provide substitute space equal to the
rentable area taken for LESSEE's ground equipment except that if equal substitute space is not
available then the rent shall be reduced in the same proportion as the rentable area of the
Premises taken and not substituted bears to the total rentable area of the Premises. In the event
that this Agreement is not terminated by reason of such condemnation, LESSOR shall promptly
repair any damage to the Premises caused by such condemning authority.
34. SUBMISSION OF AGREEMENT/PARTIAL INVALIDITY/AUTHORITY. The
submission of this Agreement for examination does not constitute an offer to lease the Premises,
and this Agreement becomes effective only upon the full execution of this Agreement by the
Parties. If any provision herein is invalid, it shall be considered deleted from this Agreement
and shall not invalidate the remaining provisions of this Agreement. Each of the Parties hereto
warrants to the other that the person or persons executing this Agreement on behalf of such
Party has the full right, power and authority to enter into and execute this Agreement on such
Party's behalf and that no consent from any other person or entity is necessary as a condition
precedent to the legal effect of this Agreement.
35. APPLICABLE LAWS. During the Term, LESSOR shall maintain the Property
and all structural elements of the Premises in compliance with all applicable laws, rules,
regulations, ordinances, directives, covenants, easements, zoning and land use regulations, and
restrictions of record, permits, building codes, and the requirements of any applicable fire
insurance underwriter or rating bureau, now in effect or which may hereafter come into effect
(including, without limitation, the Americans with Disabilities Act and laws regulating
hazardous substances) (collectively, "Laws"). During the Term, LESSEE shall maintain the
Land Space and Tower Space in compliance with all Laws.
36. SURVIVAL. The provisions of this Agreement relating to indemnification from
one Party to the other Party shall survive any termination or expiration of this Agreement.
14
Additionally, any provisions of this Agreement which require performance subsequent to the
termination or expiration of this Agreement shall also survive such termination or expiration.
37. CAPTIONS. The captions contained in this Agreement are inserted for
convenience only and are not intended to be part of this Agreement. Such captions shall not
affect or be utilized in the construction or interpretation of this Agreement.
38. CONSTRUCTION OF TOWER. LESSOR agrees to keep LESSEE advised of the
progress of the construction of the Tower. LESSOR agrees to provide LESSEE and its
representatives and contractors with access to the construction site and to LESSOR's employees
and general contractor for purposes of determining the progress of construction. LESSOR
agrees to pursue diligently the construction of the Tower and, once construction commences, to
complete the Tower within sixty (60) days. Notwithstanding any other provision in this
Agreement to the contrary, in the event LESSOR fails to complete its construction obligations
in a timely manner, then LESSEE shall have the right to terminate this Agreement without
penalty provided that LESSEE's acts or omissions are not the cause of LESSOR failing to
complete its construction obligations in a timely manner. LESSEE hereby waives and
relinquishes all other rights and remedies at law or in equity against LESSOR for such failure.
39. STATUS OF PRIME LEASE. LESSOR has a leasehold interest in the Property
by virtue of that certain Option & Lease Agreement, dated August 14, 2014, between LESSOR,
as "Lessee" and Wynne Capital, LLC (the "Prime Landlord"), as "Lessor" (the "Prime Lease").
LESSOR hereby certifies and acknowledges that, as of the date of this Agreement, (a) LESSOR
is not in default in any respect under the Prime Lease; (b) LESSOR does not have any defenses
to its obligations under the Prime Lease; (c) there are no offsets against rent or any other amount
payable in connection with the Prime Lease; (d) the Prime Lease is in full force and effect it is
the only document evidencing the agreement, oral or written, of LESSOR and the Prime
Landlord with respect to the Property; and (e) there exists no default on the part of Prime
Landlord nor any state of facts which, with the giving of notice or the passage of time, or both,
could result in a default by Prime Landlord. LESSOR acknowledges and agrees that: (i) the
representations herein set forth constitute a material consideration to LESSEE in entering into
this Agreement; (ii) such representations are being made by LESSOR for purposes of inducing
LESSEE to enter into this Agreement; and (iii) LESSEE is relying on such representations in
entering into this Agreement.
[SIGNATURE PAGE TO FOLLOW]
15
IN WITNESS WHEREOF, the Parties hereto have set their hands and affixed their
respective seals the day and year first above written.
WITNESS
Pki tc rA R tie tr r� S
Print Name
WITNESS
K r hci o-P-" ,
Print Name
0" y
WITNESS
Doi2dS -lF. ODSe[n
Mi
LESSOR:
SCI TOWERS, LLC,
a Delaware limited liability company
LESSEE:
VERIZON WIRELESS PERSONAL
COMMUNICATION LP d/b/a Verizon
Wireles,
By: Fr k
Its: ExeG�t' �' ctor, Network Field Engineering
Date: i I
EXHIBIT "A"
DESCRIPTION OF PREMISES
[Page 1 of 111
Legal Description of Parent Tract:
BEGIN AT THE NORTHEAST CORNER OF SECTION 8, TOWNSHIP 35 SOUTH,
RANGE 37 EAST, ST. LUCIE COUNTY, FLORIDA; THENCE RUN SOUTH
87'57'33" WEST, ALONG THE NORTH LINE OF SAID SECTION 8, A DISTANCE
OF 100.03 FEET TO THE POINT OF BEGINNING; THENCE RUN SOUTH
00'40'49" EAST, PARALLEL WITH THE SAID EAST LINE OF SECTION 8, A
DISTANCE OF 1805.22 FEET; THENCE RUN NORTH 89'57'04" WEST,
PARALLEL WITH THE NORTH RIGHT—OF—WAY LINE OF ORANGE AVENUE
EXTENSION (STATE ROAD 68), A DISTANCE OF 396.00 FEET; THENCE RUN
SOUTH 00'40'49" EAST, PARALLEL TO THE EAST LINE OF SAID SECTION 8,
A DISTANCE OF 660.00 FEET TO THE NORTH RIGHT—OF—WAY LINE OF
SAID ORANGE AVENUE EXTENSION; THENCE RUN NORTH 89'57'04" WEST,
ALONG SAID NORTH RIGHT—OF—WAY LINE, A DISTANCE OF 2228.29 FEET;
THENCE RUN NORTH 00'35 43' EAST, A DISTANCE OF 2,371.35 FEET TO
THE NORTH LINE OF SAID SECTION 8; THENCE RUN NORTH 00'27'06"
EAST, A DISTANCE OF 2893.89 FEET; THENCE RUN NORTH 00'23'18"
EAST, A DISTANCE OF 2914.29 FEET TO THE NORTH LINE OF SECTION 5,
TOWNSHIP 35 SOUTH, RANGE 37 EAST; THENCE RUN NORTH 89'27'26"
EAST, ALONG THE SAID NORTH LINE OF SECTION 5, A DISTANCE OF
2495.98 FEET TO A POINT THAT IS 100.00 FEET WEST OF THE
NORTHEAST CORNER OF SAID SECTION 5; THENCE RUN SOUTH 00'19'07"
EAST, PARALLEL WITH THE EAST LINE OF SAID SECTION 5, A DISTANCE
OF 5740.17 FEET TO THE SOUTH LINE OF SAID SECTION 5; THENCE RUN
NORTH 87'57'33" EAST, ALONG SAID SOUTH LINE OF SECTION 5, A
DISTANCE OF 0.02 FEET TO THE POINT OF BEGINNING, ,ALL LYING AND
BEING IN SECTIONS 5 AND 8, TOWNSHIP 35 SOUTH, RANGE 37 EAST, ST.
LUCIE COUNTY, FLORIDA.
EXHIBIT "A"
DESCRIPTION OF PREMISES
[Page 2 of 111
Legal Descriptiion of LESSOR'S Lease Since:
A PARCEL OF LAND LYING IN SECTION 8, TOWNSHIP 35 SOUTH,
RANGE 37 EAST, ST. LUCIE COUNTY, FLORIDA, AND BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SECTION 8, TOWNSHIP
35 SOUTH, RANGE 37 EAST, ST, LUCIE COUNTY, FLORIDA;
THENCE S00`40'49"E, ALONG THE EAST LINE OF SAID SECTION 8, A
DISTANCE OF 1902.96 FEET; THENCE S89'19'11"W, A DISTANCE OF
230.15 FEET TO THE POINT OF BEGINNING.
THENCE S00°40'49"E, A DISTANCE OF 100.00 FEET; THENCE
S89°19'11"W, A DISTANCE OF 100.00 FEET; THENCE NOO`40'49"W, A
DISTANCE OF 100.00 FEET; THENCE N89'19'11"E, A DISTANCE OF
100.00 FEET TO THE POINT OF BEGINNING.
CONTAINING 10,000 SQUARE FEET, MORE OR LESS.
EXHIBIT "An
DESCRIPTION OF PREMISES
[Page 3 of 111
Legal Description of LESSEE's Land Space:
& P-AR2EL OF LANG LYi3 G SECTW3H, TGAUSHIP 36S0lJTH, RAWjE 3T EkST, St. LU CIE c03lT
LORirW T KING !ACRE PA iMLA Y I SCRIEED AS FOLD 016:
DO�pAl� USG AT THE NORTISST 1COR R CIF RCi N S, TO 1 VIP 35 SOUTH RME 37 EAST,
"NT. LUCIE CCONTY, FW dDrk
THE14CE SU26 VE, ALWGT#E EAST RCr 0:NDSECTiCt15,ACiSTANCECS"9TC�%iFE
THENCE Srfr24COI/1, A DIST�I4CE OF 2Kt15 EET; THEAr.E Slh'�`3o"d i E, A CIS IRCE OF 64.5U FEE
THENCE SV24Q0'N, A DIKE OF 4100 FE_-i TO THE PON44T OF BEG I' + NG:
THENCE S9249011I. A DISTANCE OF 2,4100 'rE-T; THME WV rW 4. A C4SUNCE CF £2.Cc FEET,
T? ICE Nth 24U E, A C4STIME OF 39Tt FEET; THENCE S:ftB E, A DuT %7:OF 12 W FEET7 aD
FHE POINT OF EEGINNNG.
�C AIt41?d3 }a} S'OLLSPE FEET, WRE OR LESS
Legal Descri tion of LESSEE's Easement for Access and Utilities:
AND EGRESS
IN SECTION 8T TOWNSHIPE35NSOUOTH,URANGES37NEA T, ST.SLYING
WIDE LUCIE COUNTY,
FLORIDA. AND LYING 10.00 FEET ON EACH SIDE OF THE FOLLOWING DESCRIBED
CENTERLINE:
COMMENCING AT THE NORTHEAST CORNER OF SECTION 8, TOWNSHIP 35 SOUTH,
RANGE 37 EAST, ST. LUCIE COUNTY, FLORIDA;
THENCE S00'40'49' E(D), ALONG THE EAST LINE OF SAID SECTION 8, A
DISTANCE OF 2468.10 FEET TO THE NORTH RIGHT—OF—WAY LINE OF COUNTY
ROAD 58 (FORMERLY STATE ROAD 68)(200.00 FEET WIDE); THENCE
N89'57'04"W(D), ALONG THE NORTH RIGHT—OF—WAY LINE OF SAID COUNTY
ROAD 68 (200-00
AND TTHEEET CENTERLINE OF SAIID 20.00 FEET WIDE CE OF 140.39 T TO THE POINT OF
EASEMENT;
THENCE N00'44'23"W, A DISTANCE OF 121.05 FEET; THENCE N57'38'05"E, A
DISTANCE THENCE S89FFEET; 131.82 THENCE N2DISTANCE
1911"W, ADISTANCEOF201.49FEET TO THE POINT OF TERMINUS
CONTAINING 15,548 SQUARE FEET (0.357 ACRES), MORE OR LESS.
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Exhibit A - Page 6 of 11
THIS IS NOT A SURVEY 5 1'
P.O.C.—� t3E 9
(ALL PARCELS)
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SCI TOWERS
PARENT LEASE
ABBREVIATION LEGEND
P.O.C. POINT OF COMMENCEMENT
P.O.B. POINT OF BEGINNING _
(D) PARENT DESCRIPTION DATA
(C) CALCULATED DATA PER FIELD
OFFICIAL RECORD BOOK
NOTES:
U.E.O.R.B.
UTILITY EASEMENT
1. BEARINGS SHOWN HEREON ARE RELATIVE TO FLORIDA STATE PLANE
P.D. PLAT BOOK
GRID BASED ON THE LINE LABELED HEREON AS (BEARING BASIS),. ALL
rL CENTER LINE
OTHER BEARINGS ARE RELATIVE THERETO,
R/W RIGHT OF WAY
2. THIS SKETCH AND DESCRIPTION IS FOR THE EXCLUSIVE PURPOSE
SEC. SECTION
OF DESCRIBING THE PARCEL OR STRIP OF LAND SHOWN AND IS NOT
S.F. SQUARE FEET
A BOUNDARY SURVEY.
SKETCH AND DESCRIPTION
10250SMILLAGEPARKWAY.
SCI WYNN RANCH
STE 201
F3[lK4
PORT, SAINT LUCIE, rL 34987
ENGINEERS O SURVEYORS 777.-340.4090
FOR:ITE
1, ERIZON SITE 895
V #68p
mwmv,"4emamm
nrerunvmmcru anuawn,wuw,s
Uv cunirmnv.ornumo"vA,wmviu
REVISIONS
JOB No. ' 14-2U7 DA7E: 10/25/2016 SHEET 1
SCALE : AS SHOWN DRAWN BY: R.II, CHECKED BY. R.II, CADD FILE : 14-297 S&D V"rizon.dwg
of _6
Exhibit A - Page 7 of 11
THIS IS NOT A SURVEY
scale In tact
(1 Inch 10 Feat
INTENDED DISPLAY SCALE
VERIZON
ICE BRIDGE
EASEMENT
N89.24'O°"E 30.00' /
7 a J/
o VERIZON ni 41 P.O.B.
I"
m SUD—LEASE b O1- VERIZON
o oo (380 S.F.) oo SUB —LEASE
ri
S09'24'00"W 42.00'
3' S89'24'00"W 30.00'
75'X75 J
CONSTRUCTION ZONE
100'X100' iT
SCI TOWERS
PARENT LEASE
NOTES;
BEARINGS1. BA EI E E
D ON THEREON
OLA LABELED HEREON AS (BEARING BASIS) ELATIVE TO FLORIDA STATE PLANE
GRID L
OTHER BEARINGS ARE RELATIVE THERETO.
2. THIS SKETCH AND DESCRIPTION IS FOR THE EXCLUSIVE PURPOSE
OF DESCRIBING THE PARCEL OR STRIP OF LAND SHOWN AND IS NOT
A BOUNDARY SURVEY.
SKETCH AND DESCRIPTION
SCl WYNN RANCH
PREPARED FOR:
VERIZON SITE #68M
REVISIONS
JOB No.: 14-297 DATE: 10/25/2.010
SCALE : AS SHOWN DRAWN BY: R.H. CHECKED BY. R.U. CAOD FILE : 14-297 S&D
BREV_IATION LEGEND
P.O.C.
POINT OF COMMENCEMENT'
P.O.B.
POINT OF BEGINNING
(D)
PARENT DESCRIPTION DATA
(C)
CALCULATED DATA PER FIELD
O.R.B.
OFFICIAL RECORD BOOK
U.E.
UTILITY EASEMENT
P.B.
PLAT BOOK
q
CENTER LINE
R/W
RIGHT OF WAY
SEC.
SECTION
S.F.
SQUARE FEET
9 xwxoAolnc win
,nPP. f.11Ui
10250 SW VILLAGE PARKWAS
STE 201
PORT SAINT LUCIE, FL 34907
772.340 4990
SHEET 2 OFIS
Exhibit A - Page 8 of 11
THIS IS NOT A SURVEY
0 —_—
Seale in feet
1 Inch - 5 Feet
INTENDED DISPLAY SCALE
I
�S•
a4l
J A
N89'24'00"E
0.76'
VERI7_ON
y�
ICE BRIDGE
h'
EASEMENT
7P.NO(.)'36'00"W
(20 S.F.)
.00,
S89'24'00"W
VERIZON.B.
2.24'
VEIZON 106
(UB—LEASE ICE BRIDGE
360 S.F.) I
EASEMENT o
I0
n
IZ
S09'24'00"W 42.00'
u
. . .— — -_ ^
� ._.._. _- --
— _
_.- —. _..
,
75K75'
CONSTRUCTION ZONE
ABBREVIATION
LEGEND
P.O.C.
POINT OF COMMENCEMENT
P.O.B.
POINT OF 'BEGINNING
(D)
PARENT DESCRIPTION. DATA
(C)
CALCULATED DATA PER FIELD
O.R.B.
OFFICIAL RECORD BOOK
NOTES:
U.E.
UTILITY EASEMENT
1. BEARINGS SHOWN HEREON ARE RELATIVE TO FLORIDA STATE PLANE
P.D.
PLAT BOOK
GRID BASED ON THE LINE LABELED HEREON AS (BEARING BASIS). ALL
CENTER LINE
OTHER BEARINGS ARE RELATIVE THERETO.
R/W
RIGHT OF WAY
2. THIS SKETCH AND DESCRIPTION IS FOR THE EXCLUSIVE PURPOSE
SEC.
SECTION
OF DESCRIBING 'THE PARCEL OR STRIP OF LAND SHOWN AND IS NOT
S.F.
SQUARE FEET
A BOUNDARY SURVEY.
SKETCH AND DESCRIPTION
rnl�KwnY,
SCI WYNN RANCH
.�,
STE 201wvlu.ncE
O
L--�4
r snmrtuciE, n. onoR7
PORT
ENGINEERS O SURVEYORS 772.340 ADDO
PREPARED FOR:
m wlll
VER/ZON SITE #68895
¢nP6
cCliln'ICML'of nuploOVA luumE
4. ILCf11161C'AIE01
AM111111I MIM(I
REVISIONS
JOB No.: 14-207 DAIL: 10126/2018
SCAM : AS SHOWN DRAWN BY: P.D. CHECKED BY'. R.R.DADS FlLE : 1n-207 S&D Vorizml,Uw9
siflrrT 3 OFIS
Exhibit A -Page 9 of 11
J GTE:
)ESCRIPTION NOT VALID
WITHOUT ATTACHED SKETCH.
THIS IS NOT A SURVEY
.EGAL DESCRIPTION: SCI TOWERS (PARENT LEASE)
N PARCEL OF LAND LYING IN SECTION 8, TOWNSHIP 35 SOUTH, RANGE 37 EAST, ST. LUCIE COUNTY,
'LORIDA, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
"OMMENCING AT THE NORTHEAST CORNER OF SECTION 8, TOWNSHIP 35 SOUTH, RANGE 37 EAST,
ST. LUCIE COUNTY, FLORIDA;
THENCE S00°40'49"E, ALONG THE EAST LINE OF SAID SECTION 8, A DISTANCE OF 1902.96,FEET;
THENCE S890191 T W, A DISTANCE OF 230.15 FEET TO THE POINT OF BEGINNING.
THENCE N 0"40'49"W A DISTANCE TANCE OFTANCE OF 10 0- 0 FEET THENCE N89°0.00 FEET; THENCE I 9'11' E, A DISTANCE OF 100.00 FEET
TO THE POINT OF BEGINNING.
CONTAINING 10,000 SQUARE FEET, MORE OR LESS.
SKETCH AND DESCRIPTION
SCI WYNN RANCH
PREPARED FOR:
VERIZON SITE 1168895
REVISIONS
• 14-297 DATE: 1D/2U/zulu
AS SHOWN DRAWN BY; R.11, CHECKED BY. R.H. CARD FILE : 14-2.97 SAM
VNEERS 0 SURVEYORS
q WnvieuoYmwn
10260 SW VILLAGE: PARKWAI
ST[ 201
PORT SAINTLUCIE. EL 34997
772.340.40DO
LO u. cUumcn": ur nu'Ul VM*wu• -
w. coon cn,e nr wwwmn�rou ttno
SHEET
OF 6
y
Exhibit A - Page 10 of 11
NOTE; THIS IS NOT A SURVEY
DESCRIPTION NOT VALID
WITHOUT ATTACHED SKETCH.
LEGAL DESCRIPTION: VERIZON (EQUIMPMENT AREA SUB -LEASE)
A PARCEL OF LAND LYING IN SECTION 8, TOWNSHIP 35 SOUTH, RANGE 37 EAST, ST. LUCIE COUNTY,
FLORIDA, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE'NORTHEAST CORNER OF SECTION 8, TOWNSHIP 35 SOUTH, RANGE 37 EAST,
ST. LUCIE COUNTY, FLORIDA;
THENCE S00036'00"E, ALONG THE EAST LINE OF SAID SECTION 8, A DISTANCE OF 1902.96 FEET;
THENCE S89024'00"W, A DISTANCE OF 230.15 FEET; THENCE S00°36'00"E, A DISTANCE OF 84.50 FEET;
THENCE S89"24'00"W, A DISTANCE OF 42.00 FEET TO THE POINT OF BEGINNING.
THENCE S89024'00"W, A DISTANCE OF 30.00 FEET; THENCE N00036'00rl W, A DISTANCE OF 12.00 FEET;
THENCE N89024'00"E, A DISTANCE OF 30.00 FEET; THENCE S00036'00"E, A DISTANCE OF 12.00 FEET TO
THE POINT OF BEGINNING.
CONTAINING 360 SQUARE FEET, MORE OR LESS.
SKETCH AND DESCRIPTION
SCI WYNN RANCH
.PREPARED FOR:
VERIZON SITE J68895
REVISIONS
^d lwneaJCLle[mn
II O lft
10290 SW VILLAGE PARKWAI
STE 201
PORT SAINT LUCID, PL 34087
772.31OA990
IJOB No. • 14-207 DAM 10/25/2016 SHEET 5 OF 6
SCALE : AS SROWN DRAWN BY. mi. CIIECKED BY. R.II. CARD FILE : 14-297 S&D Verizon.dw9
Exhibit A - Page 11 of 11
NOTE:
DESCRIPTION NOT VALID THIS IS NOT A SURVEY
WTHOUT ATTACHED SKETCH.
LEGAL DESCRIPTION: VERIZON (ICE BRIDGE EASEMENT)
A PARCEL OF LAND LYING IN SECTION 8, TOWNSHIP 35 SOUTH, RANGE 37 EAST, ST. LUCIE COUNTY,
FLORIDA, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SECTION 8, TOWNSHIP 35 SOUTH, RANGE 37 EAST,
ST. LUCIE COUNTY, FLORIDA;
THENCE S00036'00"E, ALONG THE EAST LINE OF SAID SECTION 8, A DISTANCE OF 1902.96 FEET;
THENCE S89°24'00'W, A DISTANCE OF 230.16 FEET; THENCE SOO°3600 E, A DISTANCE OF 84.50 FEET;
THENCE S89024'00" W, A DISTANCE OF 42.00 FEET; THENCE N00036'00"W, A DISTANCE OF 8.25 FEET TO
THE POINT OF BEGINNING,
THENCE N00036'00"W, A DISTANCE OF 3.00 FEET; THENCE N89°24'00"E, A DISTANCE OF 0.76 FEET;
THENCE N36054'11"E, A DISTANCE OF 4.32 FEET; THENCE S53°05'49"E, A DISTANCE OF 3.00 FEET;
THENCE S36054'11 "W, A DISTANCE OF 5.80 FEET; THENCE S89024'00"W, A DISTANCE OF 2.24 FEET TO
THE POINT OF BEGINNING.
CONTAINING 20 SQUARE FEET, MORE OR LESS.
NOTE:
This document Is electronically certified pursuant to Chapter
5J-17.062, Florida Administrative Code. Unless the
electronically certified stamp appears, printed copies are. not
valid without the signature and original raised seal of the
signing Professional Surveyor and Mapper.
4544 6^.
STATE
FLORIDA , � y¢�= � 10-25-2017
nuurveyo�ao, ROGER A. FAGLER SIGNATURE DATE
LbNinwlbo u,'\ PROFESSIONAL SURVEYOR & MAPPER
FLORIDA REGISTRATION No. 4544
SKETCH AND DESCRIPTION
SCI WYNN RANCH
PREPARED FOR:
VERIZON SITE #68895
REVISIONS
JOB No, : 14-207 DATE: 10/25/20V3
SCALE : AS SHOWN DRAWN BY: R.H. CHECKED BY: R.H GAUD FILE : 14-207 S@D
ST E 2 SW VILI AOF PARKWAS
STF 01
PORT SAINT LUCIE, FL 34087
'EERS 0 SURVEYORS 772'340-0090
9 xmzaJohmw,n
rip PC. CO W P.Ani or NolMoVAT"N W3,
L". CM11 WATE or Au I"WNAT""I ar
SHEET E7 OF
EXHIBIT "C"
FORM OF MEMORANDUM OF TOWER LEASE
Prepared By and Upon Recording, Return to:
SCI TOWERS, LLC
PO BOX 664
HOPKINTON, MA 01748
STATE OF FLORIDA )
COUNTY OF ST. LUCIE )
LESSEE Site ID: SCI Towers Wynne Ranch - 68895
MEMORANDUM OF TOWER LEASE AGREEMENT
This Memorandum of Tower Lease Agreement (the "Memorandum") is made this day of
, 2017, between SCI TOWERS, LLC, a Delaware limited liability company, with its principal
offices located at PO Box 664, Hopkinton, MA 01748, hereinafter collectively referred to as "LESSOR", and
vERIZON WIRELESS PERSONAL COMMUNICATIONS LP d/b/a Verizon Wireless, a Delaware general
partnership, with its principal office located at One Verizon Way, Mail Stop 4AW100, Basking Ridge, New Jersey
07920-1097, hereinafter referred to as "LESSEE". LESSOR and LESSEE are at times collectively referred to
hereinafter as the "Parties" or individually as the "Party".
1. LESSOR and LESSEE entered into a Tower Lease Agreement (the "Agreement") on . 20
for an initial term of five (5) years, commencing on the Commencement Date (as defined below). The
Agreement shall automatically be extended for four (4) additional five (5) year terms unless the LESSEE
terminates it at the end of the then current tern by giving the LESSOR written notice of the intent to
terminate at least six (6) months prior to the end of the then current term.
2. LESSOR hereby leases and demises to the LESSEE and LESSEE hereby leases and accepts from LESSOR a
portion of that certain space (the "Tower Space'D on the LESSOR's tower, hereinafter referred to as the
"Tower", located on the northside of State Road 68 as shown on the Tax Map of the St. Lucie County Tax
Office as a portion of Parcel ID Number 2108-111-0001-010-8 (the entirety of LESSOR's property is
referred to hereinafter as the "Property"), together with a 12' x 30' parcel of land containing Three Hundred
Sixty (360) square feet (the "Land Space"); together with the non-exclusive easement (the "Easement') for
ingress and egress, seven (7) days a week, twenty-four (24) hours a day, on foot or motor vehicle, including
trucks, and for the installation and maintenance of utility wires, poles, cables, conduits, and pipes over, under,
or along a twenty foot (20') wide right of way extending from the nearest public right-of-way, State Road 68
(Orange Avenue), to the Land Space; together with a non-exclusive ice bridge easement and any further
easements over and through the Property between the Land Space and the Tower Space, for the installation
and maintenance of utility wires, poles, cables, conduits, and pipes (the "Further Easements'. The Tower
Space, the Land Space, the Easement and the Further Easements are substantially described in Exhibit "A",
attached hereto and made a part hereof constitute the demised premises and are collectively referred to
hereinafter as the "Premises".
3. The Commencement Date of the Agreement, of which this is a Memorandum, is the earlier of: (i) the first
(l 1) day of the month following the date that LESSEE begins installation of its equipment at the Land
Space or (ii) the first (1") day of the month following substantial completion of the Tower site, except as
provided in the Agreement (the "Commencement Date").
4. The terms, covenants and provisions of the Agreement, the terms of which are hereby incorporated by
reference into this Memorandum, shall extend to and be binding upon the respective executors,
administrators, heirs, successors and assigns of LESSOR and LESSEE.
IN WITNESS WHEREOF, hereunto and to a duplicate hereof, LESSOR and LESSEE have caused this
Memorandum to be duly executed under seal on the date first written hereinabove.
WITNESS
Name
WITNESS
Name
WITNESS
Print Name
Print Name
LESSOR:
SCI TOWERS, LLC,
a Delaware limited liability company
By: NOT FOR EXECUTION
Name:
Title:
Date:
LESSEE:
VERIZON WIRELESS PERSONAL COMMUNICATIONS
LP d/b/a Verizon Wireless
By: NOT FOR EXECUTION
Name: Frank Wise
Title: Executive Director, Network Field Engineering
Date:
STATE OF
LESSOR ACKNOWLEDGMENT
COUNTY OF J
1 , do hereby certify that personally came before me this day and
acknowledged that he is the of SCI Towers, LLC, a Delaware limited liability company, and
he, being authorized to do so, executed the foregoing MEMORANDUM OF TOWER LEASE AGREEMENT as his
own act and deed on behalf of SCI Towers, LLC. He is personally known to me or has produced
as identification.
WITNESS my hand and official Notarial Seal, this _ day of 20_•
My Commission Expires:
STATE OF
Notary Public
LESSEE ACKNOWLEDGMENT
COUNTY OF J
I do hereby certify that Frank Wise personally came before me this day and acknowledged
that he is the Executive Director, Network Field Engineering of VERiZON WIRELESS PERSONAL
COMMUNICATIONS d/b/a Verizon Wireless, a Delaware general partnership, and that he, as Executive Director,
Network Field Engineering, being authorized to do so, executed the foregoing MEMORANDUM OF TOWER
LEASE AGREEMENT on behalf of VERIZON WIRELESS PERSONAL COMMUNICATIONS d/b/a Verizon
Wireless.
WITNESS my hand and official Notarial Seal, this _ day of 20—•
Notary Public
My Commission Expires:
'' ')
EXHIBIT A TO THE MEMORANDUM OF LEASE
DESCRIPTION OF PROPERTY
C-5
EXHIBIT D
(TO BE ATTACHED AT A LATER DATE)
EXHIBIT "B"
LESSEE's Tower Equipment
Antennae:
Five (5) JMA Wireless 7CQAP-665-V antennae at 196' CL
Four (4) JMA Wireless X7CQAP-FRO-645-VRO antennae at 196' CL
Coax Lines:
Twelve (12) 1-5/8" coax lines
One (1) hybrid line
Other Equipment:
Six (6) Ericsson 700LTERUL Remote Radio Units
Three (3) Comm cope AISG Bias -Ts
Two (2) RRFDC-3315-PF-48 (or equivalent) OVP boxes