HomeMy WebLinkAbout2017-197 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:
1. 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.
2. 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
"Renewal Term" shall refer, collectively, to the Existing Renewal Term(s) and the New Renewal Term(s).
The Landlord hereby agrees to execute and return to Tenant an original Memorandum of License in the
form and of the substance attached hereto as Exhibit B and by this reference made a part hereof(the
"Memorandum") executed by Landlord,together with any applicable forms needed to record the
Memorandum,which forms shall be supplied by Tenant to Landlord.
3. Rent and Escalation.The Parties hereby acknowledge and agree that all applicable increases and
escalations to the rental payments under the License (the "Rent") shall continue in full force and effect
through the New Renewal Term(s). Notwithstanding anything to the contrary contained in the License,
all Rent and any other payments expressly required to be paid by Tenant to Landlord under the License
and this Amendment shall be paid to Indian River County.
4. Landlord and Tenant Acknowledgments. Except as modified herein,the License and all provisions
contained therein remain in full force and effect and are hereby ratified and affirmed.
5. Limited Right of First Refusal. Notwithstanding anything to the contrary contained herein,this paragraph
shall not apply to any fee simple sale of the Parent Parcel from Landlord to any prospective purchaser
that is not a Third Party Competitor(as herein defined). If Landlord receives an offer and desires to : (i)
sell or convey any interest(including, but not limited to, leaseholds or easements) in any real property of
which the Licensed Premises is a part to any person or entity directly or indirectly engaged in the
business of owning, acquiring, operating, managing, investing in or leasing wireless telecommunications
infrastructure(any such person or entity, a "Third Party Competitor") or(ii)assign all or any portion of
Landlord's interest in the License to a Third Party Competitor(any such offer,the"Offer"), Tenant shall
have the right, exercisable in Tenant's sole and absolute discretion, of first refusal to purchase the real
property or other interest being offered by Landlord in connection with the Offer on the same terms and
conditions. If Tenant elects, in its sole and absolute discretion,to exercise its right of first refusal as
provided herein,Tenant must provide Landlord with notice of its election not later than forty-five (45)
days after Tenant receives written notice from Landlord of the Offer. If Tenant elects not to exercise
Tenant's right of first refusal with respect to an Offer as provided herein, Landlord may complete the
transaction contemplated in the Offer with the Third Party Competitor on the stated terms and price but
with the express condition that such sale is made subject to the terms of the License, as modified by this
Amendment. Landlord hereby acknowledges and agrees that any sale or conveyance by Landlord in
violation of this Section is and shall be deemed to be null and void and of no force and effect.The terms,
provisions, and conditions of this Section shall survive the execution and delivery of this Amendment.
6. Landlord Statements. Landlord hereby represents and warrants to Tenant that: (i)to the extent
applicable, Landlord is duly organized,validly existing, and in good standing in the jurisdiction in which
Landlord was organized,formed, or incorporated, as applicable, and is otherwise in good standing and
authorized to transact business in each other jurisdiction in which such qualifications are required; (ii)
Landlord has the full power and authority to enter into and perform its obligations under this
Amendment, and,to the extent applicable, the person(s)executing this Amendment on behalf of
Landlord, have the authority to enter into and deliver this Amendment on behalf of Landlord; (iii) no
consent, authorization, order, or approval of, or filing or registration with, any governmental authority or
other person or entity is required for the execution and delivery by Landlord of this Amendment; (iv)
Landlord is the sole owner of the Licensed Premises and all other portions of the Parent Parcel; and (v)
there are no agreements, liens, encumbrances, claims, claims of lien, proceedings,or other matters
(whether filed or recorded in the applicable public records or not) related to, encumbering, asserted
against, threatened against, and/or pending with respect to the Licensed Premises or any other portion
of the Parent Parcel which do or could (now or any time in the future) adversely impact, limit, and/or
impair Tenant's rights under the License, as amended and modified by this Amendment.The
Site No:370764
Site Name:Vero Beach Ring, FL
representations and warranties of Landlord made in this Section shall survive the execution and delivery
of this Amendment. Landlord hereby does and agrees to indemnify Tenant for any damages, losses,
costs,fees, expenses, or charges of any kind sustained or incurred by Tenant as a result of the breach of
the representations and warranties made herein or if any of the representations and warranties made
herein prove to be untrue.The aforementioned indemnification shall survive the execution and delivery
of this Amendment.
7. Notices. All notices must be in writing and shall be valid upon receipt when delivered by hand, by
nationally recognized courier service, or by First Class United States Mail, certified, return receipt
requested to the addresses set forth herein: to Landlord at: 1801 27th Street,Vero Beach, FL 32960;to
Tenant at: Attn: Land Management 10 Presidential Way, Woburn, MA 01801,with copy to: Attn Legal
Dept., 116 Huntington Avenue, Boston, MA 02116. Any of the Parties, by thirty(30) days prior written
notice to the others in the manner provided herein, may designate one or more different notice
addresses from those set forth above. Refusal to accept delivery of any notice or the inability to deliver
any notice because of a changed address for which no notice was given as required herein, shall be
deemed to be receipt of any such notice.
8. Counterparts. This Amendment may be executed in several counterparts, each of which when so
executed and delivered, shall be deemed an original and all of which,when taken together,shall
constitute one and the same instrument, even though all Parties are not signatories to the original or the
same counterpart. Furthermore,the Parties may execute and deliver this Amendment by electronic
means such as .pdf or similar format. Each of the Parties agrees that the delivery of the Amendment by
electronic means will have the same force and effect as delivery of original signatures and that each of
the Parties may use such electronic signatures as evidence of the execution and delivery of the
Amendment by all Parties to the same extent as an original signature.
9. Governing Law. Notwithstanding anything to the contrary contained in the License and in this
Amendment,the License and this Amendment shall be governed by and construed in all respects in
accordance with the laws of the State or Commonwealth in which the Licensed Premises is situated,
without regard to the conflicts of laws provisions of such State or Commonwealth.
10. Waiver. Notwithstanding anything to the contrary contained herein, in no event shall Landlord or Tenant
be liable to the other for, and Landlord and Tenant hereby waive,to the fullest extent permitted under
applicable law,the right to recover incidental,consequential (including, without limitation, lost profits,
loss of use or loss of business opportunity), punitive, exemplary and similar damages.
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Site No:370764
Site Name:Vero Beach Ring, FL
LANDLORD:
Indian River County, FL
(2-
Signature:
Print Name: 7:in E = rJ
Title: ' LLJ1Erna OK
Date: 111.41 W 2) i
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Site No:370764
Site Name:Vero Beach Ring, FL
. ,
TENANT:
GTP Towers I, LLC
a Delaware limited liability company
Signature:
Print Name:
Title:
Date:
Site No:370764
EXHIBIT A
This Exhibit A may be replaced at Tenant's option as described below
PARENT PARCEL
Tenant shall have the right to replace this description with a description obtained from Landlord's deed(or
deeds) that include the land area encompassed by the License and Tenant's improvements thereon
The Parent Parcel consists of the entire legal taxable lot owned by Landlord as described in a deed (or deeds)
to Landlord of which the Licensed Premises is a part thereof with such Parent Parcel being described below.
Being situated in the County of Indian River, State of Florida, and being known as
Indian River County APN: 32-39-04-00000-3000-00001.0
AND BEING a portion of the same property conveyed to Board of County Commissioners of Indian River County,a political
subdivision of the State of Florida from Trustees of the Internal Improvement Fund of the State of Florida by
Warranty Deed dated March 07, 1967 and recorded March 22, 1967 in Deed Book 251,Page 265.
Tax Parcel No.32-39-04-00000-3000-00001.0
Site No:370764
Site Name:Vero Beach Ring, FL
EXHIBIT A(Continued)
LICENSED PREMISES
Tenant shall have the right to replace this description with a description obtained from the License or from a
description obtained from an as-built survey conducted by Tenant.
The Licensed Premises consists of that portion of the Parent Parcel as defined in the License which shall
include access and utilities easements and, if applicable, easements for guy wires and anchors existing at the
time of this Amendment (such guy wire and anchor easements shall be 10 feet on either side of existing guy
wires and running 20 feet beyond each guy anchor and may be used by Tenant to access, repair, upgrade,
maintain and replace such guy wires, anchors and fencing by Tenant). The square footage of the Licensed
Premises shall be the greater of: (i)the land area conveyed to Tenant in the License; (ii) Tenant's (and
Tenant's customers)existing improvements on the Parent Parcel; or(iii)the legal description or depiction
below (if any).
A portion of the South line one Half of the Southwest One Quarter of Section 33,Township 31 South,Range 39
East,being more particularly described as follows:
Commence at the Southwest corner of said Section 33:thence South 90°00 00"East,along the South line of said
Section 33,a distance of 1087_65 feet;thence departing said South line,North 00°00' 14"West,a distance of
1168A9 feet to the PONT OF BEGINNING. thence North 10°00'22"East,a distance of 30.00 feet:thence South
79°59' 38"East, a distance of 328.16 feet; thence North 39°59'39"East,a distance of 328_16 feet;thence South
50°00'21"East.a distance of 30.00 fret; thence South 39'59' 39"West.a distance of 328_16 feet; thence South
20°0109'East,a distance of 328_16 feet; thence South 59' 58' 51"West, a distance of 30.00 feet; thence North
20°01'09"West a distance of 328.17 feet: thence North 79°59'38"West,a distance of 328.17 feet to the POINT
OF BEGINNING.
Containing 0.6869 acres or 29924 square feet,more or less.
AND BEING a portion of the same property conveyed to Board of County Commissioners of Indian River County,a political
subdivision of the State of Florida from Trustees of the Internal Improvement Fund of the State of Florida by
Warranty Deed dated Ylasch 07. 1967 and recorded March 22, 1967 in Deed Book 251,Page 265.
Tax Parcel No.32-39-04-00000-3000-00001_0
Site No:370764
Site Name:Vero Beach Ring, FL
EXHIBIT A(Continued)
ACCESS AND UTILITIES
The access and utility easements include that portion of the Parent Parcel currently utilized by Tenant (and
Tenant's customers)for ingress, egress and utility purposes from the Licensed Premises to and from a public
right of way including but not limited to:
A portion of the South One Haifa the Southwest one Quarter of Section 33. Township 31 South, Range 39 East,
being more particularly described as follows:
Commence at the Southwest corner of said Section 33; thence South 90°00' 00" East, along the South line of said
Section 33,a distance of 1407.28 feet; thence departing said South line, North 18°08'45" West,a distance of
42.09 feet to the North right of waNline of Hobart Road (77th Street)and the POINT OF BEGINNING, thence
continue North 18° 08' 45" West,a distance of 956.23 feet;thence North 51°01' 13" East,a distance of 29300
feet, thence South 59° 36' 18" East,a distance of 48.40 feet; thence North 67°43'04" East,a distance 0120.00
feet; thence South 22° 16' 56" East, a distance 0120.00 feet; thence South 67°43'04" West,a distance of 29.90
feet;thence North 59°36' 18"West,a distance of 44.46 feet;thence South 51°01' 13" West,a distance o1265.37
feet;thence South 18°08' 45" East,a distance of 949.00 feet to the aforesaid North right of way line of Flobart
Road(77th Street); thence North 90°00'00" West, along said North right of way line,a distance of 21.05 feet to
the POINT OF BEGINNING.
Containing 0.5983 acres or 26063 square feet,more or less.
UTILITY
A portion of the South one Half of the Southwest one Quarter of Section 33,Township 31 South,Range 39 East,
being more particularly described as follows:
Commence at the Southwest comer of said Section 33;thence South 90° 00'00"East, along the South line of said
Section 33, a distance of 1388.07 feet: thence departing said South line, North 00°00' 14" West,a distance of
1193.82 feet to the POINT OF BEGINNING;thence North 10° 22'05"West,a distance of 154.58 feet, thence
North 79° 37' 55"East,a distance of 8.00 feet: thence South 10°22'05"East,a distance of 152 86 feet-,thence
South 67' 3T 34"West,a distance of 8.18 feet to the POINT OF BEGDINMIG.
Containing 0.0282 acres or 1229 square feet,more or less,
Site No: 370764
Site Name:Vero Beach Ring, FL
EXHIBIT B
FORM OF MEMORANDUM OF LICENSE
Site No:370764
Site Name:Vero Beach Ring, FL
Prepared by and Return to:
American Tower
10 Presidential Way
Woburn, MA 01801 Prior Recorded License Reference:
Attn: Land Management/Christopher Flammer, Esq.
ATC Site No: 370764 Book 2390, Page 1953
ATC Site Name:Vero Beach Ring, FL State of Florida
Assessor's Parcel No(s):31-39-33-00000-5000-00003-0 County of Indian River
MEMORANDUM OF LICENSE
This Memorandum of License (the "Memorandum") is entered into on the day of
, 201_by and between Indian River County, FL("Landlord") and GTP Towers I, LLC, a
Delaware limited liability company("Tenant").
NOTICE is hereby given of the License(as defined and described below)for the purpose of recording and
giving notice of the existence of said License. To the extent that notice of such License has previously been
recorded,then this Memorandum shall constitute an amendment of any such prior recorded notice(s).
1. Parent Parcel and License. Landlord is the owner of certain real property being described in Exhibit A
attached hereto and by this reference made a part hereof(the "Parent Parcel"). 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 ofcertain 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 is also described on Exhibit A.
2. Expiration Date. Subject to the terms, provisions, and conditions of the License, and assuming the
exercise by Tenant of all renewal options contained in the License,the final expiration date of the License
would be November 17, 2053. Notwithstanding the foregoing, in no event shall Tenant be required to
exercise any option to renew the term of the License.
3. Licensed Premises Description. Tenant shall have the right, exercisable by Tenant at any time during the
original or renewal terms of the License,to cause an as-built survey of the Licensed Premises to be
prepared and,thereafter,to replace, in whole or in part,the description(s) of the Licensed Premises set
forth on Exhibit A with a legal description or legal descriptions based upon such as-built survey. Upon
Tenant's request, Landlord shall execute and deliver any documents reasonably necessary to effectuate
such replacement, including,without limitation, amendments to this Memorandum and to the License.
Site No:370764
Site Name:Vero Beach Ring, FL
. .
4. Right of First Refusal. There is a right of first refusal in the License.
5. Effect/Miscellaneous. This Memorandum is not a complete summary of the terms, provisions and
conditions contained in the License. In the event of a conflict between this Memorandum and the
License,the License shall control. Landlord hereby grants the right to Tenant to complete and execute
on behalf of Landlord any government or transfer tax forms necessary for the recording of this
Memorandum. This right shall terminate upon recording of this Memorandum.
6. Notices. All notices must be in writing and shall be valid upon receipt when delivered by hand, by
nationally recognized courier service, or by First Class United States Mail, certified, return receipt
requested to the addresses set forth herein: to Landlord at: 1801 27th Street, Vero Beach, FL 32960;to
Tenant at:Attn: Land Management 10 Presidential Way, Woburn, MA 01801, with copy to: Attn Legal
Dept., 116 Huntington Avenue, Boston, MA 02116. Any of the parties hereto, by thirty (30) days prior
written notice to the other in the manner provided herein, may designate one or more different notice
addresses from those set forth above. Refusal to accept delivery of any notice or the inability to deliver
any notice because of a changed address for which no notice was given as required herein, shall be
deemed to be receipt of any such notice.
7. Counterparts. This Memorandum may be executed in multiple counterparts, each of which when so
executed and delivered,shall be deemed an original and all of which,when taken together,shall
constitute one and the same instrument.
8. Governing Law. This Memorandum shall be governed by and construed in all respects in accordance
with the laws of the State or Commonwealth in which the Licensed Premises is situated, without regard
to the conflicts of laws provisions of such State or Commonwealth.
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Site No:370764
Site Name:Vero Beach Ring, FL
IN WITNESS WHEREOF, Landlord and Tenant have each executed this Memorandum as of the day and year
set forth below.
LANDLORD 2 WITNESSES
Indian River Cou FL
Signature: & Signature: C(D4.;,1,k_ft--
Print Name: JP ROW Print Nam : ,,Sans( (... \A.J r-r
Title: CD al fro) �
Date: )\p-vu7 4 �) a,�i'r Signature: `'(/ ..
Print Name: Co/�q}� ('
WITNESS AND ACKNOWLEDGEMENT
State/Commonwealth of j,GDZt
County of.X/LC(,tce.,,L, ti
On this .2/ day of f -7A�y)1 -UJ , 201 7 , before me, ,;tt5 . `/
the undersigned Notary Public, personally appeared .101-56/0 E , 13RD
who proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s) is/are subscribed
to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies),and that by his/her/their signature(s) on the instrument,the person(s) or the entity
upon which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
/6- ( 3
Notary Public ., '� + =, DORISEROY
l •: :+_ MY COMMISSION k FF 192337
Print Name: 1��R1S . RAY L •%.�o EXPIRES:March 12,2019
�]�;�c- 8ontled Thm Nolary Public Unde p L)
My commission expires: �1w�/��, /
[SIGNATURES CONTINUE ON FOLLOWING PAGE]
Site No:370764
Site Name:Vero Beach Ring, FL
TENANT WITNESS
GTP Towers I,LLC
a Delaware limited liability company
Signature: Signature:
Print Name: Print Name:
Title:
Date: Signature:
Print Name:
WITNESS AND ACKNOWLEDGEMENT
Commonwealth of Massachusetts
County of Middlesex
On this day of , 201 , before me,
the undersigned Notary Public, personally appeared ,
who proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s) is/are subscribed
to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s)on the instrument,the person(s) or the entity
upon which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
Site No:370764
Site Name:Vero Beach Ring, FL
EXHIBIT A
This Exhibit A may be replaced at Tenant's option as described below
PARENT PARCEL
Tenant shall have the right to replace this description with a description obtained from Landlord's deed(or
deeds)that include the land area encompassed by the License and Tenant's improvements thereon
The Parent Parcel consists of the entire legal taxable lot owned by Landlord as described in a deed (or deeds)
to Landlord of which the Licensed Premises is a part thereof with such Parent Parcel being described below.
Being situated in the County of Indian River, State of Florida, and being known as
Indian River County APN: 32-39-04-00000-3000-00001.0
AND BEING a portion of the same property conveyed to Board of County Commissioners of Indian River County,a political
subdivision of the State of Florida from Trustees of the Internal Improvement Fund of the State of Florida by
Warranty Deed dated March 07, 1967 and recorded March 22, 1967 in Deed Book 25I,Page 265.
Tax Parcel No.32-39-04-00000-3000-00001.0
Site No:370764
Site Name:Vero Beach Ring, FL
EXHIBIT A(Continued)
LICENSED PREMISES
Tenant shall have the right to replace this description with a description obtained from the License or from a
description obtained from an as-built survey conducted by Tenant.
The Licensed Premises consists of that portion of the Parent Parcel as defined in the License which shall
include access and utilities easements and, if applicable,easements for guy wires and anchors existing at the
time of this Amendment (such guy wire and anchor easements shall be 10 feet on either side of existing guy
wires and running 20 feet beyond each guy anchor and may be used by Tenant to access, repair, upgrade,
maintain and replace such guy wires, anchors and fencing by Tenant).The square footage of the Licensed
Premises shall be the greater of: (i)the land area conveyed to Tenant in the License; (ii) Tenant's (and
Tenant's customers) existing improvements on the Parent Parcel; or(iii)the legal description or depiction
below (if any).
A portion of the South line one Half of the Southwest One Quarter of Section 33,Township 31 South,Range 39
East,being more particularly described as follows:
Commence at the Southwest corner of said Section 33:thence South 90°00'00"East. along the South line of said
Section 33,a distance of 1087.65 feet; thence departing said South line.North 00°00' 14"West.a distance of
1168.49 feet to the POLN"T OF BEGINNING;thence North 100 00'22"East,a distance of 30.00 feet; thence South
79°59'38"East. a distance of 328.16 feet;thence North 39°59'39"East,a distance of 328.16 feet;thence South
50°00'21"East. a distance of 30.00 feet;thence South 39°59'39"West,a distance of 328.16 feet thence South
20°01'09"East,a distance of 328.16 feet; thence South 59°58'51"West, a distance of 30.00 feet; thence North
20°01'09"West a distance of 328.17 feet: thence North 79°59'38"West,a distance of 328.17 feet to the POINT
OF BEGINNING.
Containing 0.6869 acres or 29924 square feet,more or less.
AND BEING a portion of the same property conveyed to Board of County Commissioners of Indian River County,a political
subdivision of the State of Florida from Trustees of the Internal Improvement Fund of the State of Florida by
Warranty Deed dated March 07. 1967 and recorded March 22, 1967 in Deed Book 251,Page 265.
Tax Parcel No.32-39-04-00000-3000-00001.0
Site No:370764
Site Name:Vero Beach Ring, FL
EXHIBIT A (Continued)
ACCESS AND UTILITIES
The access and utility easements include that portion of the Parent Parcel currently utilized by Tenant(and
Tenant's customers)for ingress, egress and utility purposes from the Licensed Premises to and from a public
right of way including but not limited to:
A portion of the South One Half of the Southwest one Quarter of Section 33,Township 31 South, Ranee 39 East,
being more particularly described as t lbws:
Commence at the Southwest corner of said Section 33,thence South 90°00' 00" East, along the South line of said
Section 33,a distance of 1407.28 feet; thence departing said South line,North 18°08'45" West,a distance of
42.09 feet to the North right of win line of Hobart Road(77th Street)and the POINT OF BEGINNING;thence
continue North 180 OS'45" West,a distance of 956.23 feet;thence North 51°01' 13" East,a distance of 293.00
feet;thence South 59°36' 18" East, a distance of 48.40 feet;thence North 67°43'04" East,a distance of 20.00
feet;thence South 22° 16' 56" East,a distance of 20.00 feet; thence South 67°43'04" West,a distance of 29.90
feet;thence North 59°36' 18"West,a distance of 44.46 feet;thence South 51°01' 13" West,a distance of 265.37
feet;thence South 18°08'45"East,a distance of 949.00 feet to the aforesaid North right of way line of Hobart
Road(77th Street);thence North 90°00'00" West, along said North right of way, line,a distance of 21.05 feet to
the POINT OF BEGINNING.
Containing 0.5983 acres or 26063 square feet,more or less.
UTILITY
A portion of the South one Half of the Southwest one Quarter of Section 33,Township 31 South,Range 39 East,
being more particularly described as follows:
Commence at the Southwest corner of said Section 33;thence South 90°00'00"East.along the South line of said
Section 33, a distance of 1388.07 feet; thence departing said South line,North 00°00' 14"West,a distance of
1193.82 feet to the POINT OF BEGINNING;thence North 10°22'05"West,a distance of 154.58 feet;thence
North 79°37'55"East,a distance of 8.00 feet: thence South 10`?2'05"East,a distance of 152 86 feet;thence
South 67°37'34"West,a distance of 8,18 feet to the POINT OF BEGINNING.
Containing 0.0282 acres or 1/79 square feet.more or less.
Site No:370764
Site Name:Vero Beach Ring, FL
Instructions for completing the Resolution and Consent Affidavit
*IMPORTANT INFORMATION BELOW*
In order to avoid delays in the completion of this transaction, the Resolution and Consent
Affidavit must be signed by ALL Members, Partners, Directors, Shareholders, Officers or
Trustees of the organization. Section 6 of this form allows for the organization to appoint one
person to sign the remaining documents but ONE HUNDRED PERCENT(100%) of the ownership
or voting interest of the organization must sign this first. Failure to comply with these
instructions or properly indicate the percentage of ownership and/or voting interest will result
in delays and could require the documents to be re-executed. If you have any questions, please
contact your land lease representative.
Site No:370764
Site Name:Vero Beach Ring, FL
Prepared by and Return to:
American Tower
Attn: Land Management/Christopher Flammer, Esq.
10 Presidential Way
Woburn, MA 01801
Assessor's Parcel No(s): 31-39-33-00000-5000-00003-0
RESOLUTION AND CONSENT AFFIDAVIT
Indian River County, FL
Be it known that, under the pains and penalties of perjury,the undersigned Members, Partners, Directors,
Shareholders, Officers or Trustees,as applicable(collectively,the "Affiants") of the above referenced entity
(the "Landlord"), hereby declare and resolve the following:
1. Landlord (or its predecessor-in-interest) has licensed or subleased a portion of land to GTP Towers I,
LLC,a Delaware limited liability company(the "Tenant") pursuant to that certain License Agreement
dated November 4, 2008 (as the same may have been amended from time to time,collectively,the
"License").
2. Landlord and Tenant desire to enter into an amendment of the License (the "Amendment") in order
to extend the term thereof and to further amend the License as more particularly set forth in the
Amendment, a copy of which is attached hereto as Exhibit A and by this reference made a part
hereof.
3. Landlord is duly organized,validly existing, and in good standing in the jurisdiction of its formation,
organization, and/or incorporation, as applicable, and is otherwise authorized to transact business
and in good standing in any other jurisdictions where such qualifications are required. Landlord has
full power and authority to enter into and perform Landlord's obligations under the Amendment and
the other Transaction Documents (as hereinafter defined), and the Amendment and the other
Transaction Documents have been duly executed and delivered by Landlord.The Affiants listed
below are the only legal and equitable owners of Landlord and are the only members, partners,
directors, shareholders, officers and/or trustees, as applicable, of Landlord.
4. The Affiants hereby approve of the Transaction Documents and all of the terms and provisions
contained therein and declare, resolve and/or affirm, as applicable,that Landlord is hereby
authorized to enter into the Transaction Documents with Tenant and effect the transactions
contemplated therein. The Affiants hereby declare and affirm that any other corporate and
shareholder, member, partner, and/or trustee actions required to effectuate the transactions
contemplated in the Amendment and other Transaction Documents have been completed.
Site No:370764
Site Name:Vero Beach Ring, FL
5. The Affiants also declare that they have full legal authority to bind Landlord under the laws of the
State or Commonwealth in which the Licensed Premises(as defined in the Amendment) is located,
and Affiants have the full authority to execute any and all of the Transaction Documents on behalf of
Landlord and to nominate individuals to act on Landlord's behalf.
6. The Affiants hereby nominate the below listed individual(the "Nominee") as attorney-in-fact to
execute and deliver the Amendment,together with any other documents and agreements, including,
without limitation,the Memorandum (as defined in the Amendment), required to be executed and
delivered pursuant to the terms and provisions of the Amendment(the Amendment and all of such
other aforementioned agreements and documents,collectively,the "Transaction Documents"),on
behalf of Affiants and Landlord.The Nominee shall have full power and authority to act on behalf of
Affiants and on behalf of Landlord for purposes of executing and delivering the Transaction
Documents and ensuring that Landlord fulfills its obligations thereunder. Additionally,the Nominee
shall have full authority to direct the manner in which all payments made by Tenant pursuant to the
Amendment are to be made to Landlord, including,without limitation, identifying which bank
account(s)to transfer funds to in the event a wire payment is made by Tenant.
NOMINEE: (Print Name)
(Address)
7. This Resolution and Consent Affidavit shall become effective as of the date of the last notarized
signature of the Affiants listed below.
8. Affiants hereby acknowledge and agree that Tenant, its lenders,and its title insurance company are
relying upon,and are entitled to rely upon,this Resolution and Consent Affidavit and the contents
hereof as a material inducement to entering into the Amendment and other Transaction Documents.
Tenant, its lenders, and its title insurance company may rely upon a faxed,scanned or otherwise
electronically reproduced fully-executed copy of this document as if it were an original.
9. This document can only be amended or modified by addendum or an amendment that is fully
executed and notarized by all Affiants listed hereunder.
[SIGNATURES COMMENCE ON FOLLOWING PAGE]
Site No:370764
Site Name:Vero Beach Ring, FL
EXECUTED UNDER THE PAINS AND PENALTIES OF PERJURY ON THE DATE WRITTEN BELOW
AFFIANT NO. 1 2 WITNESSES
Signature: � /�` Signature:
1I/
Print Name: . . Print Name: a.► 4x-z'-L . ►^� 111
Date: l� ._. 'vr
Title: (circle one) Member, Partner, Director, Shareholde Trustee
Percentage Ownership or Voting Interest: /0 % Signature: �$
Print Name: rte. f Ccri,nci
WITNESS AND ACKNOWLEDGEMENT
State/Commonwealth of .79,/.£ _,Li
County of,1/4_014.,91.,..44/1.,
On this 2/ day of 7l),'yti , 201 7 , before me, bC/k7S t' .
the undersigned Notary Public, personally appeared -J43 4.i ;k i.-J,c
who proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s) is/are subscribed
to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument,the person(s)or the entity
upon which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
• •
t ' ) ; Y;^ ; DORIS .ROY
-06
6 r•_� ;.: MY COMMISSION#FF 192337
•U •
- EXPIRES:March 12,2019
Notary Public R,,,t;„,•• Bonded Thru Notary Public Underwriters
Print Name: -'RIS C . /go 7-
My commission expires:Y114.4..A..4) 1.2, Oi` [SEAL]
Site No:370764
Site Name:Vero Beach Ring, FL
EXECUTED UNDER THE PAINS AND PENALTIES OF PERJURY ON THE DATE WRITTEN BELOW
AFFIANT NO. 2 2 WITNESSES
Signature: Signature:
Print Name: Print Name:
Date:
Title: (circle one) Member, Partner, Director,Shareholder, Officer,Trustee
Percentage Ownership or Voting Interest: % Signature:
Print Name:
WITNESS AND ACKNOWLEDGEMENT
State/Commonwealth of
County of
On this day of , 201 , before me,
the undersigned Notary Public, personally appeared ,
who proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s) is/are subscribed
to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument,the person(s) or the entity
upon which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
Site No:370764
Site Name:Vero Beach Ring, FL
EXECUTED UNDER THE PAINS AND PENALTIES OF PERJURY ON THE DATE WRITTEN BELOW
AFFIANT NO.3 2 WITNESSES
Signature: Signature:
Print Name: Print Name:
Date:
Title: (circle one) Member, Partner, Director,Shareholder, Officer,Trustee
Percentage Ownership or Voting Interest: % Signature:
Print Name:
WITNESS AND ACKNOWLEDGEMENT
State/Commonwealth of
County of
On this day of , 201 before me,
the undersigned Notary Public, personally appeared
who proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s) is/are subscribed
to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument,the person(s)or the entity
upon which the person(s) acted,executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
Site No:370764
Site Name:Vero Beach Ring, FL
EXECUTED UNDER THE PAINS AND PENALTIES OF PERJURY ON THE DATE WRITTEN BELOW
AFFIANT NO.4 2 WITNESSES
Signature: Signature:
Print Name: Print Name:
Date:
Title: (circle one) Member, Partner, Director,Shareholder, Officer,Trustee
Percentage Ownership or Voting Interest: % Signature:
Print Name:
WITNESS AND ACKNOWLEDGEMENT
,
State/Commonwealth of
County of
On this day of , 201 , before me,
the undersigned Notary Public, personally appeared ,
who proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s) is/are subscribed
to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument,the person(s) or the entity
upon which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
Site No:370764
Site Name:Vero Beach Ring, FL
I.
EXECUTED UNDER THE PAINS AND PENALTIES OF PERJURY ON THE DATE WRITTEN BELOW
AFFIANT NO.5 2 WITNESSES
Signature: Signature:
Print Name: Print Name:
Date:
Title: (circle one) Member, Partner, Director,Shareholder, Officer,Trustee
Percentage Ownership or Voting Interest: % Signature:
Print Name:
WITNESS AND ACKNOWLEDGEMENT
State/Commonwealth of
County of
On this day of , 201 , before me,
the undersigned Notary Public, personally appeared
who proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s) is/are subscribed
to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s)on the instrument,the person(s)or the entity
upon which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
Site No:370764
Site Name:Vero Beach Ring, FL
EXECUTED UNDER THE PAINS AND PENALTIES OF PERJURY ON THE DATE WRITTEN BELOW
AFFIANT NO.6 2 WITNESSES
Signature: Signature:
Print Name: Print Name:
Date:
Title: (circle one) Member, Partner, Director,Shareholder, Officer,Trustee
Percentage Ownership or Voting Interest: % Signature:
Print Name:
WITNESS AND ACKNOWLEDGEMENT
State/Commonwealth of
County of
On this day of , 201 before me,
the undersigned Notary Public, personally appeared ,
who proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s) is/are subscribed
to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument,the person(s)or the entity
upon which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
Site No:370764
Site Name:Vero Beach Ring, FL
EXECUTED UNDER THE PAINS AND PENALTIES OF PERJURY ON THE DATE WRITTEN BELOW
AFFIANT NO. 1 2 WITNESSES
Signature: Signature: ArA44---k-- 4). (--a":14-r
Print Name: 74 /�( � (�!k Print Name: 15ama rL ) . \AI r-,G,hr
Date: 1) ( ,;Z ( o 17 — d
Title: (circle one) Member, Partner, Director, Shareholder I11rustee
Percentage Ownership or Voting Interest: 7N2 % Signature:
Print Name: Cr -) e f
WITNESS AND ACKNOWLEDGEMENT
State/Commonwealth of c.4
County of yyJ $,-•v /L)
On this ..2/ day of rr, � , 201 7 , before me, Ne_15 • k'0 Y
the undersigned Notary Public, personally appeared J/15. ) E. cher%xjA/
who proved to me on the basis of satisfactory evidence)to be the person(s)whose name(s)is/are subscribed
to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument,the person(s) or the entity
upon which the person(s)acted, executed the instrument.
WITNESS my hand and official seal.
7�� +: +r. DORIS E ROY
N t'Public , ,. MY COMMISSION•FF 192337
tar
•-' EXPIRES:Manch 12,2019
Print Name: 611-2_15 E E. Q Q y 14,10„ ' Bonded Thru Notary Public Undo rs
My commission expires: lwc lay .r?11 j
Site No:370764
Site Name:Vero Beach Ring, FL