2024-257 - Laserfiche WebLink

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1. Reinstatement, Ratification, and Recitals. The above recitals are true and correct, and are incorporated herein as if fully repeated, The Agreement is reinstated, ratified and confirmed, as amended herein, as of the Effective Date 2. Additional Radio Communication Equipment. Licensee shall have the right to install and operate Additional Radio Communication Equipment as more fully described in Exhibit G, subject to the remaining terms of the Agreement and this Fourth Amendment. Installation of the Additional Radio Communication Equipment shall be in accordance with the construction drawings previously submitted by Licensee and approved by Licensor's outside contractor ("CDs") attached herein in Exhibit G, though the actual types, numbers, mounting positions and locations are illustrative and may vary from what is shown. Said CDs shall also reflect any existing equipment that will remain on the Land and Elevated Water Tank. Licensee shall be responsible for all permits and assurances that installation of the Additional Radio Communication Equipment meets all applicable building codes and zoning requirements. Licensor authorizes Licensee to prepare, execute, and file all required applications to obtain any government approvals for Licensee's use of the Land and Elevated Water Tank under this Agreement. No later than ninety (90) days after installation of the Additional Radio Communication Equipment, Licensee shall obtain an inspection conducted by Licensor's outside contractor of all equipment and the installation of the Additional Radio Communication Equipment to confirm compliance with the approved CDs. Licensee shall be responsible for the cost of such an inspection with that cost to be limited to the lesser of three (3) quotes. Any material non-compliance with the approved CDs shall be corrected immediately. No later than ninety (90) days after installation of Additional Radio Communication Equipment, Licensee shall hire Licensor's outside contractor at Licensee's expense, to perform any touch up to paint and finishes that were affected by installation of the Additional Radio Communication Equipment or relocation of existing equipment. Licensee shall be responsible for the cost of such paint and finish touchups with the cost of such to be limited to the lesser of three (3) quotes. A copy of the final inspection report shall be submitted to the Licensor within twenty (20) days of the report date. 3. License Fee. As partial consideration for this Fourth Amendment, Licensee agrees to pay a License Fee to Licensor in the sum of One Million Twenty Eight Thousand Five Hundred Thirteen and 00/100 Dollars ($1,028,513.00), payable monthly in Seven Thousand Dollar ($7,000.00) installments, as such monthly sum is modified by the escalator provision in the Agreement, over a ten (10) year term commencing on the earlier of (i) the first day of the month following the commencement of construction of the modification of Licensee's equipment at the Premises or, (ii) the first day of the month following the day that is sixty (60) days from the full execution of this Fourth Amendment, whichever comes first. Notwithstanding the foregoing, if Licensor exercises any of Licensor's rights to terminate the Agreement, if any, Licensee will be released from any and all of its obligations to pay the Licensee Fee. In addition, Licensee shall be released from any and all of its obligations to pay the Licensee Fee if any of the following shall occur: (a) Licensor is in breach of the Agreement, including but not limited to any default under the terms of the Agreement beyond any applicable grace and cure period; (b) there is a foreclosure of the Property; (c) any existing government permits and/or approvals cannot be obtained or maintained, at no fault of the Licensee; or (d) Licensee terminates the Agreement. 4. Term of Agreement. Paragraph 5 of the Agreement is hereby amended to extend the current term for an additional five (5) years, with the option to renew this Agreement for up to three (3) successive five (5) year terms ("Renewal Terms") on the same terms and conditions as set forth in the Agreement, except as otherwise agreed to by both parties. Such Renewal Term(s) shall be deemed automatically exercised unless Licensee notifies Licensor of its intention not to renew this Agreement at least sixty (60) days prior to the expiration of the then -current Renewal Term. 5. Termination by Licensor, Section 8(a) of the License Agreement is hereby deleted in its entirety and replaced with the following: "Licensor reserves the right to terminate this Agreement, upon twenty-four (24) months prior notice, if the Property is redeveloped and the Elevated Water Tank is removed. 6. Notices. Paragraph 15 of the Agreement is hereby deleted and replaced with the following: