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Office 01 Consent 02/ / '01) INDIAN RIVER COUNTY ATTORNEY Dylan Reingold, County Attorney William K. DeBraal, Deputy County Attorney Kate Pingolt Cotner, Assistant County Attorney TO: THROUGH: FROM: DATE: SUBJECT: MEMORANDUM Board of County Commissioners Manny Cabo, Telecommunications Manager William K. DeBraal, Deputy County Attorney c February 10, 2015 Consent to Assignment and Assumption of License by Vertical Bridge Acquisitions, LLC In 1992, the County entered into a License Agreement with Shargo, Inc., for a 3.67 acre parcel of property on OId Dixie Highway at its intersection with the Lateral J Canal. Shargo constructed a 200' radio tower and accessory structures for the benefit of WAXE, an AM radio station. With the advent of cellular communications, the License has been amended to provide for the installation of cellular antenna arrays on the tower. In 2004, Capstar Radio Operating Company assumed the License from Shargo and the Board agreed to extend the term of the License until October 27, 2022. In January 2015, Capstar entered into a purchase and sale agreement with Vertical Bridge Acquisition, LLC for the purchase of OId Dixie tower site License along with other Capstar tower sites. As the owner of the property subject to the License, the County has been asked to consent to this transfer and assumption. All of the duties and responsibilities under the License agreement will be transferred to and assumed by Vertical Bridge. The term of the agreement, license fee and insurance requirements will not change as they will be assumed by Vertical Bridge. In order to complete the transaction, Capstar and iHeart Radio have asked the County to consent to the transfer by signing the attached consent, which has been prepared by the County Attorney's Office. The sale is expected to close in the spring of 2015. The County will be notified upon the completion of the transaction. Upon closing, the County will receive an assumption of the License signed by Vertical Bridge. Funding: There is no funding associated with this item. Recommendation: The County Attorney's Office recommends the Board approve the consent of the transfer and assumption of the license for the Old Dixie Highway site and authorize the Chairman to execute the Consent to Assumption of License agreement on behalf of the Board. c: Manny Cabo David Perkel, Esq. Kirkland & Ellis, LLP 300 N. LaSalle Street Chicago, IL 60654 <r'E Yva A!:F�idDA 134