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HomeMy Public PortalAboutVerizon tower lease AFTER RECORDING, RETURN TO: DAVID D. PETERS, ESQUIRE HOLLAND & KNIGHT LLP SUITE 2000, ONE ATLANTIC CENTER 1201 WEST PEACHTREE STREET, N.E. ATLANTA, GA 30309 -3400 LESSEE SITE NAME/SITE NUMBER: TYBEE ISLAND, GA /1303 MEMORANDUM OF LEASE THIS MEMORANDUM OF LEASE made this 2, day of , 141r i ! 1, 2003, by and between CITY OF TYBEE ISLAND, GEORGIA, with its o ces located at 403 Butler Avenue, Tybee Island, Georgia 31328 (hereinafter designated as "Lessor "), and VERIZON WIRELESS OF THE EAST L.P., a Delaware limited partnership, d/b /a VERIZON WIRELESS, by Verizon Wireless of Georgia LLC, its General Partner, by Cellco Partnership, a Delaware general partnership, its sole member, with its principal offices located in 180 Washington Valley Road, Bedminster, New Jersey 07921 -2123 (hereinafter designated as "Lessee "). 1. Lessor and Lessee entered into a Water Tower Lease Agreement, dated �., s.. ► 2003 (the "Lease "). The Lease has a term of five (5) years and may be extended for up to four (4) additional five (5) year terms. 2. Under the Lease, Lessor has leased to Lessee certain space at that certain property located in Chatham County, Georgia, which property is more specifically described on Exhibit A attached hereto and incorporated herein by this reference (the "Property "). The Lease includes an unrestricted non - exclusive right of access and ingress and egress, together with an easement for the installation, use and maintenance of utilities under or along an existing right -of -way extending from the nearest public right -of -way to the leased premises. 3. The Lease commences on Oc +Obey° 1 , 2003. Copies of the Lease are on file in the offices of Lessor and Lessee. -1- EXHIBIT A Legal Description of Property Exhibit "A -1" BEGINNING at a point shown as point 'A' on an exhibit prepared by HUSSEY, GAY, BELL & DEYOUNG, INC., titled "Exhibit 'B', Proposed Lease Area from the City of Tybee Island by GTE Mobilnet of the Southeast and Cellular One of Savannah ", dated April 3, 1992, said point being an iron pipe set on the interior of lands belonging now or formerly to the City of Tybee Island, Chatham County, Property Identification Number 4 -21 -05 -002, from whence the center support of the elevated storage tank bears South 45 degrees 13 minutes 06 seconds West for a distance of 24.99 feet from Point 'A' also from whence the northernmost support for the elevated storage tank bears North 63 degrees 26 minutes 18 seconds West for a distance of 10.60 feet from Point 'A'. Thence; continuing across the lands belonging now or formerly to the City of Tybee Island South 65 degrees 06 minutes 16 seconds West for a distance of 25.78 feet to an iron pipe set. Thence; continuing across . the lands belonging now or formerly to the City of Tybee Island North 69 degrees 53 minutes 44 seconds West for a distance of 27.18 feet to an iron pipe set. Thence; continuing across the lands belonging now or formerly to the City of Tybee Island North 24 degrees 53 minutes 44 seconds West for a distance of 27.70 feet to an iron pipe set. Thence; continuing across the lands belonging now or formerly to the City of Tybee Island North 65 degrees 06 minutes 16 seconds East for a distance of 45.00 feet to an iron pipe set. Thence; continuing across the lands belonging now or formerly to the City of Tybee Island South 24 degrees 53 minutes 44 seconds East for a distance of 47.00 feet to the point of beginning containing 0.04 acres, more or less. Said parcel described herein is more clearly shown on an exhibit prepared by HUSSEY, GAY, BELL & DEYOUNG, INC., titled "Exhibit 'B', Proposed Lease Area from the City of Tybee Island by GTE Mobilnet of the Southeast and Cellular One of Savannah ", dated April 3, 1992. Exhibit "A-2" (Legal Description) UTILITY AND ACCESS EASEMENT, TYBEE ISLAND, GEORGIA All that certain lot, . tract or parcel of land situate, lying and being in the 5th G.M. District in the City of Tybee Island, Chatham County, Georgia, being a portion of Block 42, Fort Screven Ward as shown on a plat and recorded in Plat Book CC, Page 263, dated June 22, 1979, in the Office of the Clerk of Court, Chatham County Courthouse, being that tract of land more particularly described as follows: Commencing at the intersection of the western right-of- way line of Van Horn Street and the northern right -of -way line of Fort Avenue being marked by an iron pipe; continuing thence along the northern right -of -way line of Fort Avenue S 60° 39' 39" W a distance of 152.03 feet to a point being known as the point of beginning for the utility and access easement; thence along the Fort Avenue right - of -way line S 60° 39' 39" W a distance of 20.03 feet; thence N 32° 32' 00" W a distance of 34.52 feet to a point; thence N 57° 28' 00" E a distance of 20.00 feet to a point; thence S 32° 32' 00" E a distance of 35.63 feet to a point on the northern right -of -way line of Fort Avenue being described above as the point of beginning, said utility and access easement containing 0.016 acres. The said tract as a whole is bounded as follows: On the North by the lease area from the City of Tybee Island, on the East and West by the City of Tybee Island, on the South by Fort Avenue. Site Name: Tybee Island • Site ID: 1303 WATER TOWER LEASE AGREEMENT This Agreement, made this 2. day of L_b?C' .11 !±_, , 2003, between the City of Tybee Island with its principal mailing address off P.O. Box 128, Tybee Island, Georgia 31328, hereinafter designated LESSOR and Verizon Wireless of the East, L.P., a Delaware limited partnership, d/b /a Verizon Wireless, by Verizon Wireless of Georgia, LLC, its general partner, by Cellco Partnership, a Delaware general partnership, its sole member, with its principal offices at 180 Washington Valley Road, Bedminster, New Jersey 07921, hereinafter designated LESSEE. The LESSOR and LESSEE are at times collectively referred to hereinafter as the "Parties" or individually as the "Party." WITNESSETH: In consideration of the mutual covenants contained herein and intending to be legally bound hereby, the Parties hereto agree as follows: 1. PREMISES. LESSOR hereby leases to LESSEE a portion of that certain space on the LESSOR's Water Tower ( "Tower "), located in the City of Tybee Island, Chatham County, State of Georgia, and said tower being located at Latitude 32 01 19 and Longitude 80 50 59 and more clearly described on Exhibit "A -1" attached hereto (the entirety of LESSOR's property is referred to hereinafter as the "Property"), together with a parcel of land for the installation of LESSEE's equipment building as shown on Exhibit "B," attached hereto and made a part hereof together with the non - exclusive right for ingress and egress, seven (7) days a week, twenty -four (24) hours a day, on foot or motor vehicle, including trucks, and for the installation and maintenance of utility wires, poles, cables, conduits, and pipes over, under, or along a foot wide right -of -way extending from the nearest public right -of -way to the demised premises, said demised premises and right -of -way for access being substantially as described herein in Exhibit "A -2" and attached hereto and made a part hereof which tower space, demised premises and right -of -way are collectively referred to hereinafter as the "Premises." In the event any public utility is unable to use the aforementioned right -of -way, the LESSOR hereby agrees to grant an additional right -of -way either to the LESSEE or to the public utility at no cost to the LESSEE. LESSOR hereby grants permission to LESSEE to install, maintain and operate the radio communications equipment, antennas and appurtenances described in Exhibit "C" attached hereto. 1 J Site Name: Tybee Island Site ID: 1303 LESSEE reserves the right to replace the aforementioned equipment with similar and comparable equipment provided said replacement does not increase tower loading of said Tower, limited to the specifications in Exhibit "B" attached hereto. 2. SURVEY. LESSOR also hereby grants to LESSEE the right to survey the Property and Premises, and said survey shall then become Exhibit . "D" which shall be attached hereto and made a part hereof, and shall control in the event of boundary and access discrepancies between it and Exhibit "B." Cost for such work shall be borne by the LESSEE. 3. TERM. This Agreement shall be effective as of the date of execution by both parties provided, however, the initial term shall be for five (5) years and shall commence on the Commencement Date (as hereinafter defined) at which time rental payments will be due at an annual rental of Twenty -Two Thousand Eight Hundred Dollars ($22,800.00) to be paid in equal monthly installments of One Thousand Nine Hundred Dollars ($1,900.00) each on the first day of the month, in advance, to LESSOR or to such other person, firm or place as the LESSOR may, from time to time, designate in writing at least thirty (30) days in advance of any rental payment date. The Commencement Date is defined as the first (1st) day of the month following the date this Agreement is executed by the parties. The annual rental amount shall increase annually by five percent (5 %) upon each anniversary of the Commencement Date. 4. EXTENSIONS. This Agreement shall automatically be extended for four (4) additional five (5) year terms unless the LESSEE terminates it at the end of the then current term by giving the LESSOR written notice of the intent to terminate at least six (6) months prior to the end of the then current term. 5. ADDITIONAL EXTENSIONS. If, at the end of the fourth (4th) five (5) year extension terin, this Agreement has not been terminated by either Party by giving to the other written notice of an intention to terminate it at least six (6) months prior to the end of such term, this Agreement shall continue in force upon the same covenants, terms and conditions for a further term of five (5) years and for five (5) year terms thereafter until terminated by either Party by giving to the other written notice of its intention to so terminate at least six (6) months prior to the end of such term. 2 Site Name: Tybee Island Site ID: 1303 6. USE; GOVERNMENTAL APPROVALS. LESSEE shall use the Premises for the purpose of constructing, maintaining and operating a communications facility and uses incidental and all necessary appurtenances. A security fence consisting of chain link construction or similar but comparable construction may be placed around the perimeter of the Premises at the discretion of LESSEE (not including the access easement). All improvements shall be at LESSEE's expense and the installation of all improvements shall be at the discretion and option of the LESSEE. LESSEE shall have the right to replace, repair, add or otherwise modify its equipment or any portion thereof, whether the equipment is specified or not on any exhibit attached hereto, during the term of this Agreement. LESSEE will maintain the Premises in a good condition reasonable wear and tear excepted. LESSOR will maintain the Property, excluding the Premises, in good condition, reasonable wear and tear excepted. It is understood and agreed that LESSEE's ability to use the Property is contingent upon its obtaining after the execution date of this Agreement all of the certificates, permits and other approvals (collectively the "Governmental Approvals ") that may be required by any Federal, State or Local authorities as well as satisfactory soil boring tests which will permit LESSEE use of the Premises as set forth above. LESSOR shall cooperate with LESSEE in its effort to obtain such approvals and shall take no action which would adversely affect the status of the Property with respect to the proposed use by LESSEE. In the event that any of such applications for such Governmental Approvals should be finally rejected or LESSEE determines that such Governmental Approvals may not be obtained in a timely manner or any Governmental Approval issued to LESSEE is canceled, expires, lapses, or is otherwise withdrawn or terminated by governmental authority or soil boring tests are found to be unsatisfactory so that LESSEE in its sole discretion will be unable to use the Premises for its intended purposes, LESSEE shall have the right to terminate this Agreement. Notice of the LESSEE's exercise of its right to terminate shall be given to LESSOR in writing by certified mail, return receipt requested, and shall be effective upon the mailing of such notice by the LESSEE. All rentals paid to LESSOR prior to said termination date shall be retained by the LESSOR. Upon such termination, this Agreement shall become null and void and all the Parties shall have no further obligations including the payment of money, to each other. 7. ACCESS TO TOWER. LESSOR agrees the LESSEE shall have free access to the Tower at all times for the purpose of installing and maintaining the said equipment. LESSOR shall furnish LESSEE with necessary means of access for the purpose of ingress and egress to this site and Tower location. It is agreed, however, that only authorized engineers, employees or properly authorized contractors of LESSEE or persons under their direct supervision will be permitted to enter said premises. 3 Site Name: Tybee Island Site ID: 1303 8. TOWER COMPLIANCE. LESSOR covenants that it will keep the Tower in good repair as required by all federal, state, county and local laws. The LESSOR shall also comply with all rules and regulations enforced by the Federal Communications Commission with regard to the lighting, marking and painting of towers. If the Tower is damaged for any reason so as to render it substantially unusable for LESSEE'S use, rent shall abate for such period as the Tower is substantially unusable for LESSEE'S use. If LESSOR, at its expense, (i) fails to repair or restore the Tower within twenty (20) days, or (ii) if repair within twenty (20) days is unreasonable, fails to initiate steps to repair the Tower within twenty (20) days, Lessee may terminate this Agreement and all obligations for rental shall cease. No materials may be used in the installation of the antennas or transmission lines that will cause corrosion or rust or deterioration of the Tower structure or its appurtenances. All antennas) on the Tower must be identified by a marking fastened securely to its bracket on the Tower and all transmission lines are to be tagged at the conduit opening where it enters any user's equipment space. LESSEE agrees to reimburse LESSOR for any and all reasonable expenses incurred by LESSOR and attributable to the increased cost of tower maintenance and upkeep as a result of the placement and operation of LESSEE's facilities located on the City's water tank and for any increased costs to the City as a result of any modification to LESSEE's facilities. 9. INTERFERENCE. LESSEE agrees to have installed radio equipment of the type and frequency which will not cause measurable interference to the equipment existing as of the date this Agreement is executed by the Parties of the LESSOR or other lessees of the Property . In the event LESSEE's equipment causes such interference, and after LESSOR has notified LESSEE of such interference, LESSEE will take all steps necessary to correct and eliminate the interference. Except for LESSOR'S public safety transmission equipment which shall have superior rights over all other users including LESSEE, LESSOR agrees that LESSOR and/or any other tenants of the Property who currently have or in the future take possession of the Property will be permitted to install only such radio equipment that is of the type and frequency which will not cause measurable interference to the existing equipment of the LESSEE. The Parties acknowledge that there will not be an adequate remedy at law for non - compliance with the provisions of this paragraph and therefore, either Party shall have the right to specifically enforce the provisions of this paragraph in a court of competent jurisdiction. • 4 Site Name: Tybee Island Site ID: 1303 10. LESSEE COMPLIANCE. All installations and operation in connection with this Agreement by LESSEE shall meet with all applicable Rules and Regulations of the Federal Communications Commission, Federal Aviation Agency and all applicable codes and regulations of the township, county and state concerned. Under this Agreement, the LESSOR assumes no responsibility for the licensing, operation, and/or maintenance of LESSEE's radio equipment. 11. INDEMNIFICATION. LESSEE shall indemnify, protect, save and hold harmless LESSOR and the directors, officers, employees and agents, LESSOR from and against any claims, demands, judgments, set -offs, losses, damages, liabilities, awards, fines and expenses, including without limitation, the contributing negligence of the LESSEE, and any attorneys' fees, expenses or other costs associated with or incurred, based on or in any manner arising out of or relating to the performance or non - performance of this agreement by the LESSEE hereunder, including but not limited to the injury to persons or property, actual damages, losses, set -offs, warranty claims, product liability claims or other damages arising out of any action for strict liability in tort; provided, however, that nothing contained in this provision shall be interpreted to indemnify or hold harmless LESSOR against liability for damages arising out of bodily injury to persons or damage to property caused by or resulting from the sole negligence or willful misconduct of LESSOR, and LESSOR shall indemnify, protect, save and hold harmless LESSEE and the directors, officers, employees and agents of LESSEE against liability for damages arising out of bodily injury to persons or damage to property caused by or resulting from the negligence or willful misconduct of LESSOR. 12. INSURANCE. The Parties hereby waive any and all rights of action for negligence against the other which may hereafter arise on account of damage to the premises or to property, resulting from any fire, or other casualty of the kind covered by standard fire insurance policies with extended coverage, regardless of whether or not, or in what amounts, such insurance is now or hereafter carried by the Parties, or either of them. LESSEE agrees that it will, at its own cost and expense, purchase and maintain in full force and effect throughout the terms of this Lease, including any renewals or extensions thereof, public liability and property damage policies which provide a combined single limit of $1,000,000. LESSEE's policy or policies will name LESSOR as additional insured. 13. ANNUAL TERMINATION. Notwithstanding anything to the contrary contained herein, provided LESSEE is not in default hereunder and shall have paid all rents and sums due and payable to the LESSOR by LESSEE, LESSEE shall have the right to terminate this Agreement upon the annual anniversary of this Agreement provided that three (3) months prior notice is given the LESSOR. 5 Site Name: Tybee Island Site ID: 1303 14. REMOVAL UPON TERMINATION. LESSEE, upon termination of the Agreement, shall, within ninety (90) days, remove its building(s), antenna structure(s) (except footings), fixtures and all personal property and otherwise restore the Property to its original condition, reasonable wear and tear excepted. LESSOR agrees and acknowledges that all of the equipment, fixtures and personal property of the LESSEE shall remain the personal property of the LESSEE and the LESSEE shall have the right to remove the same, whether or not said items are considered fixtures and attachments to real property under applicable law. If such time for removal causes LESSEE to remain on the Premises after termination of this Agreement, LESSEE shall pay rent at the then existing monthly rate or on the existing monthly pro -rata basis if based upon a longer payment term, until such time as the removal of the building, antenna structure, fixtures and all personal property are completed. 15. RIGHTS UPON SALE. Should the LESSOR, at any time during the term of this Agreement, decide to sell all or any part of the Property to a purchaser other than LESSEE, such sale shall be under and subject to this Agreement and LESSEE's rights hereunder, and any 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. 16. QUIET ENJOYMENT. LESSOR covenants that LESSEE, on paying the rent and performing the covenants shall peaceably and quietly have, hold and enjoy the Premises. 17. 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, easements or restrictions which prevent the use of the Premises by the LESSEE as set forth above. 18. INTEGRATION. It is agreed and understood that this Agreement contains all agreements, promises and understandings between the LESSOR and LESSEE and that no 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 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 6 • Site Name: Tybee Island Site ID: 1303 such rights at any time and take such action as may be lawful and authorized under this Agreement, either in law or in equity. 19. 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. 20. 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, affiliates, subsidiaries of its principal or 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. As to other parties, this Agreement may not be sold, assigned or transferred without the written consent of the LESSOR, which such consent will not be unreasonably withheld or delayed. 21. NOTICES. All notices hereunder must be in writing and shall be deemed validly given if sent by certified mail, return receipt requested or by commercial courier, provided the courier's regular business is delivery service and provided further that it guarantees delivery to the addressee by the end of the next business day following the courier's receipt from the sender, addressed as follows (or any other address that the Party to be notified may have designated to the sender by like notice): LESSOR: City of Tybee Island P.O. Box 128 Tybee Island, GA 31328 LESSEE: Verizon Wireless of the East, L.P. d/b /a Verizon Wireless 180 Washington Valley Road Bedminster, New Jersey 07921 Attention: Network Real Estate Notice shall be effective upon mailing or delivering the same to a commercial courier, as permitted above. 22. SUCCESSORS. This Agreement shall extend to and bind the heirs, personal representatives, successors and assigns of the Parties hereto. 7 Site Name: Tybee Island Site ID: 1303 23. SUBORDINATION AND NON - DISTURBANCE. At LESSOR's option, this Agreement shall be subordinate to any mortgage or other security interest by LESSOR which from time to time may encumber all or part of the Property or right -of -way; provided, however, every such mortgage or other security interest shall recognize the validity of this Agreement in the event of a foreclosure of LESSOR's interest and also LESSEE's right to remain in occupancy of and have access to the Premises as long as LESSEE is not in default of this Agreement. LESSEE shall execute whatever instruments may reasonably be required to evidence this subordination clause. In the event the Property is encumbered by a mortgage or other security interest, the LESSOR immediately after this agreement is executed, will obtain and furnish to LESSEE, a non - disturbance agreement for each such mortgage or other security interest in recordable form. In the event the LESSOR defaults in the payment and/or other performance of any mortgage or other security interest encumbering the Property, LESSEE, may, at its sole option and without obligation, cure or correct LESSOR's default and upon doing so, LESSEE shall be subrogated to any and all rights, titles, liens and equities of the holders of such mortgage or security interest and the LESSEE shall be entitled to deduct and setoff against all rents that may otherwise become due under this Agreement the sums paid by LESSEE to cure or correct such defaults. 24. RECORDING. LESSOR agrees to execute a Memorandum of this Lease Agreement which LESSEE may record with the appropriate Recording Officer. The date set forth in the Memorandum of Lease is for recording purposes only and bears no reference to commencement of either term or rent payments. 25. DEFAULT. In the event there is a default by the LESSEE with respect to any of the provisions of this Agreement or its obligations under it, including the payment of rent, the LESSOR shall give LESSEE written notice of such default. After receipt of such written notice, the LESSEE shall have fifteen (15) days in which to cure any monetary default and thirty (30) days in which to cure any non - monetary default, provided the LESSEE shall have such extended period as may be required beyond the thirty (30) days if the nature of the cure is such that it reasonably requires more than thirty (30) days and the LESSEE commences the cure within the thirty (30) day period and thereafter continuously and diligently pursues the cure to completion. The LESSOR may not maintain any action or effect any remedies for default against the LESSEE unless and until the LESSEE has failed to cure the same within the time periods provided in this paragraph. 8 Site Name: Tybee Island Site ID: 1303 26. ENVIRONMENTAL. a. LESSOR will be responsible for all obligations of compliance with any and all environmental and industrial hygiene laws, including any regulations, guidelines, standards, or policies of any governmental authorities regulating or imposing standards of liability or standards of conduct with regard to any environmental or industrial hygiene conditions or concerns as may now or at any time hereafter be in effect, that are or were in any way related to activity now conducted in, on, or in any way related to the Property, unless such conditions or concerns are caused by the activities of the LESSEE. b. LESSOR shall hold LESSEE harmless and indemnify the LESSEE from and assume all duties, responsibility and liability at LESSOR's sole cost and expense, for all duties, responsibilities, and liability (for payment of penalties, sanctions, forfeitures, losses, costs, or damages) and for responding to any action, notice, claim, order, summons, citation, directive, litigation, investigation or proceeding which is in any way related to: a) failure to comply with any environmental or industrial hygiene law, including without limitation any regulations, guidelines, standards, or policies of any governmental authorities regulating or imposing standards of liability or standards of conduct with regard to any environmental or industrial hygiene concerns or conditions as may now or at any time hereafter be in effect, unless such compliance results from conditions caused by the LESSEE; and b) any environmental or industrial hygiene conditions arising out of or in any way related to the condition of the Property or activities conducted thereon, unless such environmental conditions are caused by the LESSEE. Any indemnification provided by LESSOR under this Section 26 shall exclude claims that are caused by LESSEE'S structures located on the Property. 27. CASUALTY. In the event of damage by fire or other casualty to the Premises that cannot reasonably be expected to be repaired within forty -five (45) days following same or, if the Property is damaged by fire or other casualty so that such damage may reasonably be expected to disrupt LESSEE's operations at the Premises for more than forty -five (45) days, then LESSEE may at any time following such fire or other casualty, provided LESSOR has not completed the restoration required to permit LESSEE to resume its operation at the Premises, terminate this Lease upon fifteen (15) days written notice to LESSOR. Any such notice of termination shall cause this Lease to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of this Lease and the parties shall make an appropriate adjustment, as of such termination date, with respect to payments due to the other under this Lease. Notwithstanding the foregoing, all rental shall abate during the period of such fire or other casualty. 9 Site Name: Tybee Island Site ID: 1303 28. CONDEMNATION. In the event of any condemnation of the Property, LESSEE may terminate this Lease upon fifteen (15) days' written notice to LESSOR if such condemnation may reasonably be expected to disrupt LESSEE's operations at the Premises for more than forty -five (45) days. LESSEE may on its own behalf make a claim in any condemnation proceeding involving the Premises for losses related to the antennas, equipment, its relocation costs and its damages and losses (but not for the loss of its leasehold interest). Any such notice of termination shall cause this Lease to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of this Lease and the parties shall make an appropriate adjustment as of such termination date with respect to payments due to the other under this Lease. 29. SUBMISSION OF LEASE. The submission of this Lease for examination does not constitute an offer to lease the Premises and this Lease becomes effective only upon the full execution of this Lease by the Parties. If any provision herein is invalid, it shall be considered deleted from this Lease and shall not invalidate the remaining provisions of this Lease. Each of the Parties hereto warrants to the other that the person or persons executing this Lease on behalf of such party has the full right, power and authority to enter into and execute this Lease on such Party's behalf and that no consent from any other person or entity is necessary as a condition precedent to the legal effect of this Lease. 30. APPLICABLE LAWS. LESSEE shall use the Premises as may be required or as permitted by applicable laws, rules and regulations. LESSOR agrees to keep the Property in conformance with all applicable, laws, rules and regulations and agrees to reasonably cooperate with the LESSEE regarding any compliance required by the LESSEE in respect to its use of the Premises. 31. SURVIVAL. The provisions of the Agreement relating to indemnification from one Party to the other Party shall survive any termination or expiration of this Agreement. Additionally, any provisions of this Agreement which require performance subsequent to the termination or expiration of this Agreement shall also survive such termination or expiration. 32. CAPTIONS. The captions contained in this Agreement are inserted for convenience only and are not intended to be part of the Agreement. They shall not affect or be utilized in the construction or interpretation of the Agreement. [SIGNATURES APPEAR ON NEXT PAGE] 10 Site Name: Tybee Island Site ID: 1303 Exhibit "A -1" (Property Description) Attached to and made a part of that certain Water Tower Lease Agreement dated , 2003 between the City of Tybee Island ( "Lessor ") and Verizon Wireless of the East, L.P. d/b /a Verizon Wireless ( "Lessee "). BEGINNING at a point shown as point 'A' on an exhibit prepared by HUSSEY, GAY, BELL & DEYOUNG, INC., titled "Exhibit 'B', Proposed Lease Area from the City of Tybee Island by GTE Mobilnet of the Southeast and Cellular One of Savannah ", dated April 3, 1992, said point being an iron pipe set on the interior of lands belonging now or formerly to the City of Tybee Island, Chatham County, Property Identification Number 4 -21 -05 -002, from whence the center support of the elevated storage tank bears South 45 degrees 13 minutes 06 seconds West for a distance of 24.99 feet from Point At also from whence the northernmost support for the elevated storage tank bears North 63 degrees 26 minutes 18 seconds West for a distance of 10.60 feet from Point 'A'. Thence; continuing across the lands belonging now or formerly to the City of Tybee Island South 65 degrees 06 minutes 16 seconds West for a distance of 25.78 feet to an iron pipe set. Thence; continuing across the lands belonging now or formerly to the City of Tybee Island North 69 degrees 53 minutes 44 seconds West for a distance of 27.18 feet to an iron pipe set. Thence; continuing across the lands belonging now or formerly to the City of Tybee Island North 24 degrees 53 minutes 44 seconds West for a distance of 27.70 feet to an iron pipe set. Thence; continuing across the lands belonging now or formerly to the City of Tybee Island North 65 degrees 06 minutes 16 seconds East for a distance of 45.00 feet to an iron pipe set. Thence; continuing across the lands belonging now or formerly to the City of Tybee Island South 24 degrees 53 minutes 44 seconds East for a distance of 47.00 feet to the point of beginning containing 0.04 acres, more or less. Said parcel described herein is more clearly shown on an exhibit prepared by HUSSEY, GAY, BELL & DEYOUNG, INC., titled "Exhibit 'B', Proposed Lease Area from the City of Tybee Island by GTE Mobilnet of the Southeast and Cellular One of Savannah ", dated April 3, 1992. Site Name: Tybee Island Site ID: 1303 Exhibit "A -2" (Legal Description) UTILITY AND ACCESS EASEMENT, TYBEE ISLAND, GEORGIA All that certain lot, tract or parcel of land situate, lying and being in the 5th G.M. District in the City of Tybee Island, Chatham County, Georgia, being a portion of Block 42, Fort Screven Ward as shown on a plat and recorded in Plat Book CC, Page 263, dated June 22, 1979, in the Office of the Clerk of Court, Chatham County Courthouse, being that tract of land more particularly described as follows: Commencing at the intersection of the western right -of- way line of Van Horn Street and the northern right -of -way line of Fort Avenue being marked by an iron pipe; continuing thence along the northern right -of -way line of Fort Avenue S 60° 39' 39" W a distance of 152.03 feet to a point being known as the point of beginning for the utility and access easement; thence along the Fort Avenue right - of -way line S 60° 39' 39" W a distance of 20.03 feet; thence N 32° 32' 00" W a distance of 34.52 feet to a point; thence N 57° 28' 00" E a distance of 20.00 feet to a point; thence S 32° 32' 00" E a distance of 35.63 feet to a point on the northern right -of -way line of Fort Avenue being described above as the point of beginning, said utility and access easement containing 0.016 acres. The said tract as a whole is bounded as follows: On the North by the lease area from the City of Tybee Island, on the East and West by the City of Tybee Island, on the South by Fort Avenue. Exhibit "B" (Sketch of Property) See attached sheets 1 of 2 and 2 of 2 1 . . . EXISTING WATER TANK PROPOSED ANTENNAS EXISTING CATWALK 11 / I I in m _ E u 1 PROPOSED SH EL, tx WATER TANK ELEVATION NOT TO SCALE SHEET 2 OF 2 SITE NAME: I SITE NUTABER DATE DESC PoPflON: T I BEE I SLA \ SITE ADDRESS: 1303 ♦ 8/1/03 * I SSt1 ED FOR REVIEW II O �NERSOURC I . TDWERSOURCE� ♦ • ] }fU rt)I\lF 1'alin:i .�, :ORClu;ia. C \ si;a r - 16 VAN HORNE AVE VI51 1303 ♦ ♦ , et. r,,h -o -:D s sK TYBEE ISLAND, GA 31328 SCALE ♦ ♦ �" 6J �<` '',' VARIES J 1