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THE FIRST AMENDMENT TO LICENSE AGREEMENT This First Amendment to License Agreement (this "Amendment") is made effective as of the latter signature date hereof (the "Effective Date") by and between Indian River County, FL ("Landlord") and GTP Towers I, LLC, a Delaware limited liability company ("Tenant") (Landlord and Tenant being collectively referred to herein as the "Parties"). RECITALS WHEREAS, Landlord owns the real property described on Exhibit A attached hereto and by this reference made a part hereof (the "Parent Parcel"); and WHEREAS, Landlord (or its predecessor -in -interest) and Tenant (or its predecessor -in -interest) entered into that certain License Agreement dated November 4, 2008 (as the same may have been amended from time to time, collectively, the "License"), pursuant to which the Tenant licenses a portion of the Parent Parcel and is the beneficiary of certain easements for access and public utilities and, if applicable, easements for guy wires and guy anchors, all as more particularly described in the License (such portion of the Parent Parcel so licensed along with such portion of the Parent Parcel so affected, collectively, the "Licensed Premises"), which Licensed Premises are also described on Exhibit A; and WHEREAS, Landlord and Tenant desire to amend the terms of the License to extend the term thereof and to otherwise modify the License as expressly provided herein. NOW THEREFORE, in consideration of the foregoing recitals and the mutual covenants set forth herein and other good and valuable consideration, the receipt, adequacy, and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: One -Time Payment. Tenant shall pay to Landlord a one-time payment in the amount of Ten Thousand and No/100 Dollars ($10,000.00), payable within thirty (30) days of the Effective Date and subject to the following conditions precedent: (a) Tenant's receipt of this Amendment executed by Landlord, on or before November 30, 2017; (b) Tenant's confirmation that Landlord's statements as further set forth in this Amendment are true, accurate, and complete, including verification of Landlord's ownership; (c) Tenant's receipt of any documents and other items reasonably requested by Tenant in order to effectuate the transaction and payment contemplated herein; and (d) receipt by Tenant of an original Memorandum (as defined herein) executed by Landlord. License Term Extended. Notwithstanding anything to the contrary contained in the License or this Amendment, the Parties agree the License originally commenced on November 18, 2008 and, without giving effect to the terms of this Amendment but assuming the exercise by Tenant of all remaining renewal options contained in the License (each an "Existing Renewal Term" and, collectively, the "Existing Renewal Terms"), the License is otherwise scheduled to expire on November 17, 2038. In addition to any Existing Renewal Term(s), the License is hereby amended to provide Tenant with the option to extend the License for each of three (3) additional five (5) year renewal terms (each a "New Renewal Term" and, collectively, the "New Renewal Terms"). Notwithstanding anything to the contrary contained in the License, (a) all Existing Renewal Terms and New Renewal Terms shall automatically renew unless Tenant notifies Landlord that Tenant elects not to renew the License at least sixty (60) days prior to the commencement of the next Renewal Term (as defined below) and (b) Landlord shall be able to terminate this License only in the event of a material default by Tenant, which default is not cured within sixty (60) days of Tenant's receipt of written notice thereof, provided, however, in the event that Tenant has diligently commenced to cure a material default within sixty (60) days of Tenant's actual receipt of notice thereof and reasonably requires additional time beyond the sixty (60) day cure period described herein to effect such cure, Tenant shall have such additional time as is necessary (beyond the sixty [60] day cure period) to effect the cure. References in this Amendment to Site No: 370764 Site Name: Vero Beach Ring, FL //6