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sale by the LESSOR of the portion of this Property underlying the right-of-way herein granted shall be under and subject to the right of the LESSEE in and to Such right -Of -way, is. QUIET FNJnYmPxn,. LESSOR covenants that LESSEE, onpaying the rent and performing the, covenants shall peaceably and quietly have, hold and enjoy the Premises. 16. TITLE, LESSOR covenants that LESSOR is seized of good and sufficient title and interest to the Property and has full authority to enter into and execute this Agreement. LESSOR further covenants that there are no other liens, judgments or impediments of title on the Property or affecting LESSOR's title to the same and that there are no covenants, casements, restrictions or agreements binding on LESSOR or the Property which prevent the use of the Premises by the LESSEE as set forth above. 17, IN'["1�.3RATION, It is agreed and understood that this Agreement contains all agreements, promises and understandings between the LESSOR and LESSEE and that 110 verbal or oral agreements, promises or understandings shall be binding upon either the 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 and signed by the Parties. In the event any provision of the Agreement is found to be invalid or unenforceable, such finding shall not effect 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 the 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, either in law or in equity, 18- 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. Venue for any lawsuit brought by either party against the, other party or otherwise arising out of this Agreement shall be in Indian River County, Florida, or in the event of federal jurisdiction, in the United States District Court for the Southern District of Florida, 19. ASSIGNMENT, This Agreement may be sold, assigned or transferred by the LESSEE without any approval Or consent of the LESSOR to the LESSEE's principal(s), affiliates, or any subsidiary of LESSEE, its principal(s) or affiliates; 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 Property is located by reason of a merger, acquisition or other business reorganization; or to any entity which acquires or receives an interest in the majority of communication towers of the LESSEE in the market defined by the Federal Communications Commission in which the Property is located. LESSEE agrees to provide written notice of such sale, assignment, or transfer to LESSOR as soon as reasonably practicable. As to other panics, this Agreement may not be sold, assigned or transferred without the prior written consent of the LESSOR, which such consent will not be unreasonably withheld, delayed or conditioned. LESSEE may sublet the Premises within its sole discretion, upon written notice toSSOR Any sublease that is entered Mt© by LE, to the SSEE shall be subject LE Pro visiOns of this Agreement