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HomeMy WebLinkAbout2007 - Lease Extension,~1~~~0~ -~ ~ ~ ~~~~~ ~ Crown Castle International Corp. 1220 Augusta Drive, Suite 500 Houston, TX 77057 Tel 713 570.3000 September 12, 2007 City of Sebastian c/o Mr. Alfred Minner, City Manager 1225 Main Street Sebastian, FL 32958 RE: BUN 801858 [FL VERO 6 BSI] [Lease Extension] Dear Landlord - Fax 713 570.3100 www.crowncastle.com ~h~~3~4.1516 ~a d8 ~~ 7 ~ r; P. F I~ `~ ~~~ ~ ~. ,~ r,~ w,, ,,$ Thank you for choosing to transform your relationship with Crown Castle. We look forward to closing your transaction as quickly as possible. A copy of the fully executed Letter of Intent is attached for your records along with the $100 consideration payment. From this point forward I will function as your primary point of contact -although, you should feel free to contact the Land Acquisition Specialist, Mr. Michael Smithson of Gemini Development Group Company, at any time. It is my responsibility to complete the due diligence specified within the Letter of Intent and prepare for the closing. Please DO NOT make anv financial commitments based on a forecasted closing date! Tower lease transactions can become extremely complex and unforeseen delays do occur. My pledge to you is to make you aware of these delays when they occur, diligently pursue a resolution, and provide you with outstanding customer service. In order to conclude this transaction I will conduct my due diligence in the a few key areas: Title. All our transactions are insured through Stewart/Landam Title. A title examination has already been ordered. Since these are commercial searches of existing leasehold parcels, the search will take an average of 15 to 45 days depending on where the tower is located. Title searches over multiple parcels will take longer. 2. Executed Documents. All transaction documents are prepared by our outside counsel. Since these are commercial lease amendments, the prior lease information regarding the site, will have to be researched and addressed in the current lease. This process does not take long, but due to further negotiations, which sometimes happens at this stage. This process may take a little longer than usual. All due diligence will be initiated at the same time and completed as delivered, keeping in mind that different phases require different timeframes for completion. Please do not hesitate to contact me at the number below if you have any questions. I will be in contact with you once the due diligence materials begin to arrive and we have completed our initial review. Sin rely, Erika Smith Land Transaction Specialist 1220 Augusta Drive, Suite 500 713-570-3089 Direct 724-416-4784 EFax June 29, 2007 Mr. Alfred Minner, City Manager Mr. Rich Stringer, City Attorney c/o City of Sebastian 1225 Main Street Sebastian, FL 32958 RE: Business Unit #: 801858 Site Name: FL VERO 6 BSI Dear Mr. Minner and Mr. Stringer: This binding letter agreement ("Letter Agreement") sets forth the agreement that is to be memorialized between and New Cingular Wireless PCS, LLC, a Delaware limited liability company, successor by merger to BellSouth Mobility LLC, a Georgia limited liability company, successor by corporate election to BellSouth Mobility Inc., a Georgia corporation ("Lessee") and the City of Sebastian ("Lessor"), to modify, :among other things, the length of the term in the lease agreement between the Lessor and Lessee dated the 151h of June 2000, as may be amended (the "Lease") for property located in Indian River County, Florida. For and in consideration of One Hundred Dollars ($100.00) paid by Lessee to Lessor, the parties agree as follows: 1. Lessor and Lessee will enter into an amendment to the Lease ("Lease Amendment") wherein the term of to the Lease will be modified. The Lease currently provides, in section. four (4) that there four (4) five (5) year extension terms. That Lease section will be amended to provide so that the remaining term of the agreement will be ten (10) five (5) year terms extension left. This represents six additional five-year periods. 2. In addition to the modification described above, the Lease Amendment will further modify the Lease to provide: A one-time twenty-seven thousand two hundred fifty dollar ($27,250) signing bonus will be paid. This includes incentive money for the lease extension in addition to monies towards the City of Sebastian's landscaping efforts to beautify and screen the area around the cellular tower compound which will be maintained by the city of Sebastian • A three hundred seventy-five dollar ($375) per/mo increase in rent paid at commencement of construction to lease a 10X13 (130 sq/ft) area of land adjacent to the existing lease area for the installation of an emergency backup generator • ROFR language allowing. Crown rights . of first refusal, limited to Crown's competitors If, during the Option Period or Lease Term, Lessor receives an offer from any entity (along with any of its affiliates) that owns and operates towers or other facilities for wireless telecommunications or any entity that is in .the business of acquiring Lessor's interest in ground lease and said entity desires to acquire any of the following interests in all or a portion of the Leased Premises: (i) fee title, (ii) a perpetual or other easement, (iii) a lease, (iv) any or all portions of Lessor's interest in this Agreement including but not limited to the Rent or revenue. derived here from, whether separately or as part of the sale, transfer, grant, assignment, lease or encumbrance of Lessor's Property or other interest in the Lease, or (v) an option to acquire any of the foregoing, Lessor shall provide written notice to Lessee of said offer ("Lessor's Notice"). Lessor's Notice shall include the prospective buyer's name, the purchase price being offered, the other terms and conditions of the offer, a due diligence period, the proposed closing date and, if a portion of Lessor's Property is to be sold, a description of said portion. Lessee shall have a right of first refusal to purchase, at its election and on the terms and conditions as in Lessor's Notice (i) a fee simple interest in Lessor's Property (or such lesser portion thereof as is described in Lessor's Notice), (ii) a fee simple interest in the Leased Premises or (iii) a perpetual easement for the Leased Premises in accordance with Section 6 hereof, all on the same terms and conditions as in said offer by Lessor as modified by this paragraph. If the Lessor's Notice is for more than the Leased Premises and Lessee elects to purchase in fee or acquire a perpetual easement in only the Leased Premises, the terms and condition of said acquisition, including but not limited to the purchase price, shall be the same terms and conditions as in Lessor's Notice but the purchase price shall be pro-rated on an acreage basis. If the Lessor's Notice shall provide for a due diligence period of less than sixty (60) days, then the due diligence period shall be extended to be sixty (60) days from exercise of the right of first refusal and closing shall occur no earlier than fifteen days thereafter. If Lessee does not exercise its right of first refusal by written notice to Lessor given within thirty (30) days after Lessor's Notice, Lessor may sell the property described in the Lessor's Notice to such third person in accordance with the terms and conditions of the offer. If Lessee fails or declines to exercise its right of first refusal, then this Lease shall continue in full force and effect and Lessee's right of first refusal shall survive any such sale and conveyance and shall remain effective with respect to any subsequent offers to purchase the .Leased Premises or Lessor's Property. 3. Upon receipt of this Letter Agreement evidencing Lessor's acceptance of the terms herein, Lessee shall submit this Letter Agreement to its Capital. Committee. Within sixty (60) business days of approval by the Capital Committee, Lessee shall prepare the Lease Amendment and Lessor shall execute the same without any unreasonable delay. 4. Irrespective of whether the transaction contemplated by this Letter Agreement is consummated, Lessor and Lessee each will pay their own out-of-pocket expenses. 5. Notwithstanding anything to the contrary contained herein, Lessee has the complete right to terminate this Letter Agreement and not proceed to closing for any or no reason at any time prior to closing. 6. Lessor represents and warrants as of the date of this Letter Agreement that Lessor is duly authorized and has the full power, right and authority to enter into this Letter Agreement and to perform all of its obligations under this Letter Agreement and to. execute and deliver all documents, .including but not limited to the Lease Amendment, required by this Letter Agreement. If this Letter Agreement accurately sets forth our understanding regarding the foregoing, please so indicate by signing and returning to the undersigned the enclosed copy of this Getter. LESSOR: City of Sebastian Na ATT~S ~ -~ LESSEE:' New Cingular Wireless PCS, LLC, a Delaware limited liability company, successor by merger to BellSouth Mobility LLC, a Georgia limited liability company, successor by corporate election to BellSouth Mobility Inc., a Georgia corporation By: Name: Title: SaTI~ A. M~o, MMC - City Clerk Approved as to form and legality for reliance by the City of Sebastian only: 1 Rich Stringer ity Attorney mgr rte,,, -aa~ ~ i+] ~_u~ 14a'-o• i S '~ sa'-o' r ~_,.~~.• I . ~,~. °_?3'- ~. , E ~ ICE BR[i6E ~ ~~ ' i f._~ _ _......_..._.__.... ~ I ~.._ ~ ~ ~ t ~ I ~ ~._....~ } ` ~ ~cNculAR ~7E4s ~ ME~d~t14-~ Z 1E~"P~1J:7.~ . ~ aau~EI~~T !. ,_ ~ . .._ I ` _i . ___ _. --- ..l ! , I_ __ _t ; _ __ ___ __.___ __ I PC9 PER ~ ~E f j T-~LE 17C-0' ~CI'fOPOLE- ~ ~ t { ~ _~ f ,.., 3 -'- - j ~ t/ ~ ~ i .~.__~.....t ~i ~ ~ 1 \ 1 ~ f I^^tE ER E ~ n ~.. ~..,. t~c~~, ~ d ~ 1!'-~t~t14'-0' .: ~~ICE BPoOCE ~ ~. zW ~r-y ..~ ~ W~ E --_..... B'-75e1~ ~ f~ s EcupNdVr PAo E °:>. G ~ _~.._. _. ! _.. .w.._ `_rE_.. __ ~... ~ ._ ~ p17CJCiKJHA1 GRCU 6 9PA~E REQURm ' s ~ I f ___ 3t~~JIDE ~, ~ ~ t K ~ - _ ~ ^ _ his socnaN of ~ i ~ _. 4ry~ Fxr~.. ~S ~ ~ ..~ ~ i ~~ ~ f ~ 6EERE)v1~VED~ ~ ~ f 18 O~k~ -O' 1..~ ,T ! r PRA ~ ~_~ o s ~ ~ i, -i.' .~. . E ~ , ^i ~T VYORb~~T~D}yC, ! { 11'-a"JQ8-D' 1 ~ i ............ ....... - - - - CLEARAtrfE n~cat i s SRELlIIt ~ i i ~ j I ' 1 eu>rl~ U1T ml® ary of SF,13ASPAN HOME OF PELICAN ISLAND AGENDA TRANSMITTAL I V fA�Vk -J'�a4 Subject: Agenda No. 07, Nq Department Origiyy,, Ci a er New Cingular Wireless Agreement Finance Deparjt� City • Attorney: City Clerk: .Ap ove r ubmittal by: Date Submitted: 05 JUL 2007 I ne City Manager Exhibits: Agreement, Site Survey EXPENDITURE REQUIRED: AMOUNT BUDGETED: APPROPRIATION $0 $0 REQUIRED: $0 SUMMARY In concert with the City Attorney's office, a revised/updated agreement has been negotiated with New Cingular Wireless PCS, LLC. This is a company that merged with Bell South and currently maintains telecommunication facilities on the City of Sebastian behind the Police Station and just to the south of the Friendship Park Baseball field. Namely this facility is the communications tower for which the currently pay $1,897.98 per month or $22,775.76 annually. In the performance of upgrading and maintaining services, especially during emergency events, -New Cingular would like to place a generator at the current site. The purpose of the generator is to keep the equipment operating during power outage with will provide cellular service during emergency times. The basic requirements of the agreement are that New Cingular gets (1) to place the emergency generator on the site, with language that Indicates the generator will run only in emergencies; and, (2) lengthens the term of their agreement which was originally scheduled to expire in 2025 to 2055. In exchange, the City will receive a one-time payment of $27,250 and increase the monthly rent by an additional $375.00. Therefore, the total annual revenue from the tower will be $27,275.76 Approve amended lease. June 29, 2007 Mr. Alfred Minner, City Manager Mr. Rich Stringer, City Attorney c/o City of Sebastian 1225 Main Street Sebastian, FL 32958 RE: Business Unit #: 801858 Site Name: FL VERO 6 BSI Dear Mr. Minner and Mr. Stringer: This binding letter agreement ("Letter Agreement) sets forth the agreement that is to be memorialized between and New Cingular Wireless PCS, LLC,, a Delaware limited liability company, successor by merger to BellSouth Mobility LLC, a Georgia limited liability company, successor by corporate election to BellSouth Mobility Inc., a Georgia corporation ("Lessee") and the City of Sebastian ('Lessor'), to modify, among other things, the length of the term in the lease agreement between the Lessor and Lessee dated the 151' of June 2000, as may be amended (the "Lease") for property located in Indian River County, Florida. For and in consideration of One Hundred Dollars ($100.00) paid by Lessee to Lessor, the parties agree as follows: 1. Lessor and Lessee will enter into an amendment to the Lease ("Lease Amendment") wherein the term of to the Lease will be modified. The Lease currently provides, in section four (4) that there four (4) five (5) year extension terms. That Lease section will be amended to provide so that the remaining term of the agreement will be ten (10) five (5) year terms extension left. This represents six additional five-year periods. 2. In addition to the modification described above, the Lease Amendment will further modify the Lease to provide: A one-time twenty-seven thousand two hundred fifty dollar ($27,250) signing bonus will be paid. This includes incentive money for the lease extension in addition to monies towards the City of Sebastian's landscaping efforts to beautify and screen the area around the cellular tower compound which will be maintained by the city of Sebastian • A three hundred seventy-five dollar ($375) per/mo increase in rent paid at commencement of construction to lease a 10X13 (130 sq/ft) area of land adjacent to the existing lease area for the installation of an emergency backup generator • ROFR language allowing Crown rights. of first refusal, limited to Crown's competitors If, during the Option Period or Lease Term, Lessor receives an offer from any entity (along with any of its affiliates) that owns and , operates towers or other facilities for wireless telecommunications or any entity that is in. the business of acquiring Lessor's interest in ground lease and said entity desires to acquire any of the following interests in all or a portion of the Leased Premises: (i) fee* title, (ii) a perpetual or other easement, (iii) a lease, (iv) any or all portions of Lessor's interest in this Agreement including but not limited to the Rent or revenue. derived here from, whether separately or as part of the sale, transfer, grant, assignment, lease or encumbrance of Lessor's Property or other interest in the Lease, or (v) an option to acquire any of the foregoing, Lessor shall provide written notice to Lessee of said offer ("Lessor's Notice"). Lessor's Notice shall include the prospective *buyer's name, the purchase price being offered, the other terms and conditions of the offer, a due diligence period, the proposed closing date and, if a portion of Lessor's Property is to be sold, a description of said portion. Lessee shall have a right of first refusal to purchase, at its election and on the terms and conditions as in Lessor's Notice.(i) a fee simple interest in Lessor's Property (or such lesser portion thereof as is described in Lessor's Notice), (ii) a fee simple interest in the Leased Premises or (iii) a perpetual easement for the Leased Premises in accordance with Section 6 hereof,* all on -the same terms and conditions as in said offer by Lessor as modified by this paragraph. If the Lessor's Notice is for more than the Leased Premises and Lessee elects to purchase in fee or acquire a perpetual easement in only the Leased Premises, the terms and condition of said acquisition, including but not limited to the purchase price, shall be the same terms and conditions as in Lessor's Notice but the purchase price shall be pro -rated on an acreage basis. If the Lessor's Notice shall provide for a due diligence period of less than sixty (60) days, then the due diligence . period shall be extended to be sixty (60) days from exercise of the right of first refusal and closing shall occur no earlier than fifteen days thereafter. If Lessee does not exercise its right of first refusal by written notice to Lessor given within thirty (30) days after Lessor's Notice, Lessor may sell the property described in the Lessor's Notice to such third person in accordance with the terms and conditions of the offer. If Lessee fails or declines to exercise its right of first refusal, then this Lease shall continue in full force and effect and Lessee's right of first refusal shall survive any such sale and conveyance and shall remain effective with respect to any subsequent offers to purchase the Leased Premises or Lessor's Property. 3. Ppon.receipt of this Letter. Agreement evidencing Lessor's acceptance of the terms herein, Lessee shall submit this Letter Agreement to its Capital. Committee. Within sixty (64) business days of approval by the Capital Committee, Lessee shall prepare the Lease Amendment and Lessor shall execute the same without any unreasonable delay. 4. Irrespective of whether the transaction contemplated by this Letter Agreement is consummated, Lessor and Lessee each will pay their own out-of-pocket expenses. 5. Notwithstanding anything to the contrary contained herein, Lessee has the complete right to terminate this Letter Agreement and not proceed to closing for any- or no reason at any time prior to closing. 6. Lessor represents and warrants as of the date of. this Letter Agreement that Lessor is duly authorized and has the full power, right and authority to enter into this Letter Agreement and to perform all of its obligations under this Letter Agreement and to. execute and deliver all documents, including but not limited to the Lease Amendment, required by this Letter Agreement. If this Letter Agreement accurately sets forth our understanding regarding the foregoing, please so indicate by signing and returning to the undersigned the enclosed copy of this letter. LESSOR: LESSEE: City of Sebastian New Cingular Wireless PCS, LLC, a - Delaware limited liability company, successor by merger to BellSouth Mobility LLC, a Georgia limited liability company, successor by corporate election to BellSouth Mobility Inc., a Georgia corporation By: By: Name: Name: Title: City Manager Title: 0�3 4 FPO'— =go im 01. A 1,91 .V-.69 1 .0-.0 AMUM 9 Nd aid YM 2t ki ®rmuo "imm" 3mm 300 ,4- F ! :,;r�4G-�6 ' ! fI 0—.9 )m WM NO 911, -0 3 3 3i -L CW I Bad .A3 — 23d .0—.6 Fi INs Ai tm .o-iiRM3 Ad V3W0—.CL MOW Mal 3it-/ -- F-- *O -18P . 40—jus ACORDTM CERTIFICATE OF LIABILITY INSURANCE 12/01/2007 DATE (MM /DD/YY) 12/01/2006 PRODUCER LOCKTON COMPANIES OF DALLAS 717 N. HARWOOD, LB #27 DALLAS TX 75201 214 - 969 -6700 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURED 1024339 Cingular Wireless, LLC 5565 Glenridge Connector 1800 Atlanta GA 30342 INSURER A: ACE American Insurance Company INSURER B: Indemnity Insurance Company of NA INSURER c : Lexington Insurance Company INSURER D National Union Fire Insurance Co. INSURER E: THIS CERTIFICATE OF INSORANGE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING rr)VFaAe;FC (11N1W10ll C,C) IAICI 101=0M At IT41f10179:11 0F0I7FCDIJTATI11F 110 DRf11111r1 =D AMn TWP CERTIFICATE 41(11 nFR THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE P POLICY NUMBER POLICY EFFECTIVE DATE MM /DD/YY POLICY EXPIRATION DATE MM /DD/Yl' LIMITS • GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY CLAIMS MADE FX I OCCUR HDOG21714823 12/01/2006 12/01/2007 EACH OCCURRENCE $ 2,500,000 FIRE DAMAGE (Any one fire $ XXXXXXX MED EXP (Any one person) $ Excluded PERSONAL & ADV INJURY $ 2,500,000 GENERAL AGGREGATE $ 10,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: - POLICY JECPRO T LOC PRODUCTS - COMP /OP AGG $ 10,000,000 • C AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS ISAH08224304 757 -6507 12/01/2006 12/01/2006 12/01/2007 12/01/2007 COMBINED SINGLE LIMIT (Ea accident) $ 5,000,000 X BODILY INJURY (Per person) $ XXXXXXX X BODILY INJURY (Per accident) $ XXXXXXX X PROPERTY DAMAGE (Per accident) $ XXXXXXX GARAGE LIABILITY ANY AUTO NOT APPLICABLE AUTO ONLY - EA ACCIDENT $ XXXXXXX OTHER THAN EA ACC AUTO ONLY: AGG $ XXXXXXX $ XXXXXXX D EXCESS LIABILITY X OCCUR CLAIMS MADE M UMBRELLA DEDUCTIBLE FORM RETENTION S BE 4485803 12/01/2006 12/01/2007 EACH OCCURRENCE $ 5,000,000 AGGREGATE $ 5,000,000 $ XXXXXXX XXXXXXX $ XXXXXXX A A B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY `1t/LRC44451839 AZ,CA SCFC44451827 Wl WLRC44451815 AOS 12/01/2006 12/01/2006 12/01/2006 12/01/2007 12/01/2007 12/01/2007 X WC Y"",U OTH- E.L. EACH ACCIDENT $ 11000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT I $ 1,000,000 OTHER DESCRIPTION OF OPERATIONS /LOCATIONS/VEHICLES /EXCLUSIONS ADDED BY ENDORSEMENT /SPECIAL PROVISIONS Cellular Site: New Site Sebastian. Location: CR510, Parcel ID# 31382600001000100001.0, Sebastian, FL. Certificate Holder is named as Additional Insured. rFRTIFIrATF Nell f1FR I X I AnnfT1171NA1 1NC11RFn• INCIIRFR 1 FTTFR- rANrFI I ATIriN 1845731 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION City of Sebastian Attn: City Manager 1255 Main Street DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL Sebastian FL 32958 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25 -S (7/97) For questions regarding this certificate, contact the number listed in the 'Producer' section above and specify the client code'CINW101'. © ACORD CORPORATION 1988 June 29, 2007 Mr. Alfred Minner, City Manager Mr. Rich Stringer, City Attorney c/o City of Sebastian 1225 Main Street Sebastian, FL 32958 RE: Business Unit #: 801858 Site Name: FL VERO 6 BSI Dear Mr. Minner and Mr. Stringer: This binding letter agreement ("Letter Agreement") sets forth the agreement that is to be memorialized between and New Cingular, Wireless PCS, LLC, a Delaware limited liability company, successor by merger to BellSouth Mobility LLC, a Georgia limited liability company, successor by corporate election to BellSouth Mobility Inc., a Georgia corporation ("Lessee") and the City of Sebastian ("Lessor"), to modify, among other things, the length of the term in the lease agreement between the Lessor and Lessee dated the 15th of June 2000, as may be amended (the "Lease") for property located in Indian River County, Florida. For and in consideration of One Hundred Dollars ($100.00) paid by Lessee to Lessor, the parties agree as follows: 1. Lessor and Lessee will enter into an amendment to the Lease ("Lease Amendment") wherein the term of to the Lease will be modified. The Lease currently provides, in section four (4) that there four (4) five (5) year extension terms. That Lease section will be amended to provide so that the remaining term of the agreement will be ten (10) five (5) year terms extension left. This represents six additional five-year periods. 2. In addition to the modification described above, the Lease Amendment will further modify the Lease to provide: A one-time twenty-seven thousand two hundred fifty dollar ($27,250) signing bonus will be paid. This includes incentive money for the lease extension in addition to monies towards the City of Sebastian's landscaping efforts to beautify and screen the area around the cellular tower compound which will be maintained by the city of Sebastian • A three hundred seventy-five dollar ($375) per/mo increase in rent paid at commencement of construction to lease a l OX 13 (13 0 sq/ft) area of land adjacent to the existing lease area for the installation of an emergency backup generator • ROFR language allowing Crown rights of first refusal, limited to Crown's competitors If, during the Option Period or Lease Term, Lessor receives an offer from any entity (along with any of its affiliates) that owns and operates towers or other facilities for wireless telecommunications or any entity that is in the business of acquiring Lessor's interest in ground lease and said entity desires to acquire any of the following interests in all or a portion of the Leased Premises: (i) fee title, (ii) a perpetual or other easement, (iii) a lease, (iv) any or all portions of Lessor's interest in this Agreement including but not limited to the Rent or revenue derived here from, whether separately or as part of the sale, transfer, grant, assignment, lease or encumbrance of Lessor's Property or other interest in the Lease, or (v) an option to acquire any of the foregoing, Lessor shall provide written notice to Lessee of said offer ("Lessor's Notice"). Lessor's Notice shall include the prospective buyer's name, the purchase price being offered, the other terms and conditions of the offer, a due diligence period, the proposed closing date and, if a portion of Lessor's Property is to be sold, a description of said portion. Lessee shall have a right of first refusal to purchase, at its election and on the terms and conditions as in Lessor's Notice (i) a fee simple interest in Lessor's Property (or such lesser portion thereof as is described in Lessor's Notice), (ii) a fee simple interest in the Leased Premises or (iii) a perpetual easement for the Leased Premises in accordance with Section 6 hereof, all on the same terms and conditions as in said offer by Lessor as modified by this paragraph. If the Lessor's Notice is for more than the Leased Premises and Lessee elects to purchase in fee or acquire a perpetual easement in only the Leased Premises, the terms and condition of said acquisition, including but not limited to the purchase price, shall be the same terms and conditions as in Lessor's Notice but the purchase price shall be pro -rated on an acreage basis. If the Lessor's Notice shall provide for a due diligence period of less than sixty (60) days, then the due diligence period shall be extended to be sixty (60) days from exercise of the right of first refusal and closing shall occur no earlier than fifteen days thereafter. If Lessee does not exercise its right of first refusal by written notice to Lessor given within thirty (30) days after Lessor's Notice, Lessor may sell the property described in the Lessor's Notice to such third person in accordance with the terms and conditions of the offer. If Lessee fails or declines to exercise its right of first refusal, then this Lease shall continue in full force and effect and Lessee's right of first refusal shall survive any such sale and conveyance and shall remain effective with respect to any subsequent offers to purchase the Leased Premises or Lessor's Property. 3. Upon receipt of this Letter Agreement evidencing Lessor's acceptance of the terms herein, Lessee shall submit this Letter Agreement to its Capital Committee. Within sixty (60) business days of approval by the Capital Committee, Lessee shall prepare the Lease Amendment and Lessor shall execute the same without any unreasonable delay. 4. Irrespective of whether the transaction contemplated by this Letter Agreement is consummated, Lessor and Lessee each will pay their own out-of-pocket expenses. 5. Notwithstanding anything to the contrary contained herein, Lessee has the complete right to terminate this Letter Agreement and not proceed to closing for any or no reason at any time prior to closing. 6. Lessor represents and warrants as of the date of this Letter Agreement that Lessor is duly authorized and has the full power, right and authority to enter into this Letter Agreement and to perform all of its obligations under this Letter Agreement and to execute and deliver all documents, including but not limited to the Lease Amendment, required by this Letter Agreement. If this Letter Agreement accurately sets forth our understanding regarding the foregoing, please so indicate by signing and returning to the undersigned the enclosed copy of this letter. LESSOR: LESSEE: City of Sebastian New Cingular Wireless PCS, LLC, a Delaware limited liability company, successor by merger to BellSouth Mobility LLC, a Georgia limited liability company, successor by corporate election to BellSouth Mobility Inc., a Georgia corporation By: By: Name: Name: Title: City Manager Title: LOW September 12, 2007 City of Sebastian c/o Mr. Alfred Minner, City Manager 1225 Main Street Sebastian, FL 32958 RE: BUN 801858 [FL VERO 6 BSI] [Lease Extension] Dear Landlord - Crown Castle International Corp. 1220 Augusta Drive, Suite 500 Houston, TX 77057 Tel 713 570.3000 Fax 713 570.3 100 www.crowncmtle.com 151617 7 Thank you for choosing to transform your relationship with Crown Castle. We look forward to closing your transaction as quickly as possible. A copy of the fully executed Letter of Intent is attached for your records along with the $100 consideration payment. From this point forward I will function as your primary point of contact — although, you should feel free to contact the Land Acquisition Specialist, Mr. Michael Smithson of Gemini Development Group Company, at any time. It is my responsibility to complete the due diligence specified within the Letter of Intent and prepare for the closing. Flease UU IVU I maKe any 11nancial commitments based on a forecasted closing datel Tower lease transactions can become extremely complex and unforeseen delays do occur. My pledge to you is to make you aware of these delays when they occur, diligently pursue a resolution, and provide you with outstanding customer service. In order to conclude this transaction I will conduct my due diligence in the a few key areas: 1. Title. All our transactions are insured through Stewart/Landam Title. A title examination has already been ordered. Since these are commercial searches of existing leasehold parcels, the search will take an average of 15 to 45 days depending on where the tower is located. Title searches over multiple parcels will take longer. 2. Executed Documents. All transaction documents are prepared by our outside counsel. Since these are commercial lease amendments, the prior lease information regarding the site, will have to be researched and addressed in the current lease. This process does not take long, but due to further negotiations, which sometimes happens at this stage. This process may take a little longer than usual. All due diligence will be initiated at the same time and completed as delivered, keeping in mind that different phases require different timeframes for completion. Please do not hesitate to contact me at the number below if you have any questions. I will be in contact with you once the due diligence materials begin to arrive and we have completed our initial review. Sin rely, Erika Smith Land Transaction Specialist 1220 Augusta Drive, Suite 500 713-570-3089 Direct 724-416-4784 EFax Vy Ll OARWDrown rpora In riv ational 2000 Corporate Drive I Tel 666.402.6690 (loll Tree) Canonsburg, PA 15317 www.crowncaslle.oum September 27, 2007 City Of Sebastian - FL Lease Number: 65237 1225 Main St BUN: 801858 Sebastian, FL 32958 Dear Landowner, At Crown Castle our Landowners are a top priority and we continuously strive to maintain a mutually beneficial relationship. As we have indicated in prior communications, for security purposes, we will ask that you provide both your Business Unit Number (BUN) and Lease Number each time you contact Crown Castle. We have included both numbers at the top of this letter so that you conveniently have this information available -to you at all times. -- - To better serve you, we have recently established a Landowner section within the Crown Castle website (www.crowncastle.com) where you will conveniently find helpful information such as: The Crown Castle Landowner Call Center (to facilitate Landowner questions) o (Toll Free) 866.482.8890 o Landownercallcenter@crowncastle.com to contact Crown Castle utilizing email o Hours of operation o Street address • Landowner Relations Forms o Change of Ownership o Form W-9 o Change of Address/Phone Number o Direct Deposit o Process for submitting these forms • Helpful Landowner Frequently Asked Questions • And more If you are considering extending or selling your lease, please contact Crown Castle. Given our existing relationship, coupled with the financial strength of our company, we can, almost without exception, offer you the best price for extending or selling your lease. Call us toll free at 866.482.8890 if you are interested in selling or extending your lease or learning more about your lease buyout options available to you. Your land is home to one or more of the towers that help us successfully conduct business in the wireless communications industry, and we are glad to have you as a member of the Crown Castle network. Sincerely, Mark Schrott Vice President -Property Management CCWL.991 GENERAL NOTES: 1. ALL CONDUITS SHOWN ARE DIAGRAMMATICALLY DRAWN. CONTRACTOR IS RESPONSIBLE TO COORDINATE THE ACTUAL INSTALLATION. MOUNTING HARDWARE. AND ROUTING WITH METROPCS WIRELESS CPM. --------------------------- ------------ - ---------------- ------- { I � 1 � I { I I I 1 h CALL 48 HOURS BEFORE YOU DIG IT'S THE LAVVI 1-800-432-4770 wNS"INC SLATE OKE CALL OF FLORIDA. INC. PROPOSED FIBER BOX (BY OTHERS) EXISTING MARCONI CABINET ELECTRICAL SITE PLAN 1. GENERAL A THE CONTRACTOR SHALL PROVIDE ALL MATERIAL AND LABOR FOR A COMPLETE ELECTRICAL SYSTEM AS INDICATED ON THE DRAWINGS. ITEMS NOT SHOWN BUT OBVIOUSLY NECESSARY FOR A COMPLETE SYSTEM SHALL BE INCLUDED. B. THE CONTRACTOR SWILL OBTAIN ALL NECESSARY PERMITS. INSPECTIONS AND APPROVALS. C. ALL WORK SHALL. CONFORM TO THE NATIONAL ELECTRICAL CODE AND THE LOCAL BUILDING CODES. ALL COMPONENTS SMALL BE U.L APPROVED. D. THE CONTRACTOR SHALL BEFORE SUBMITTING HIS BID. VISIT THE SITE OF THE PROJECT AND BECOME FAMILIAR WITH THE CONDITIONS. NO ALLOWANCE WILL BE MADE FOR EXISTING CONDITIONS OR FAILURE OF THE CONTRACTOR TO OBSERVE THEM. E. EXACT LOCATION OF ALL. EQUIPMENT SHALL BE COORDINATED WITH WIRELESS CARRIER. THE BUILDING OWNER AND OTHER TRADES. F. WHERE EQUIPMENT IS SPECIFIED BY MANUFACTURER AND TYPE. SUBSTITUTION SHALL ONLY BE MADE WITH THE APPROVAL OF THE ENGINEER. THE CONTRACTOR SHALL SUBMIT DETAILS OF PROPOSED MATERIALS. REASON FOR CHANGE AND CHANGE IN CONTRACT AMOUNT. 2. SCOPE OF WORK A THE CONTRACTOR SHALL PROVIDE AL ELECTRICAL WIRING AND EQUIPMENT UNLESS OTHERWISE INDICATED. MAN COMPONENTS ARE AS FOLLOWS: 1. PROVIDE ELECTRICAL RACEWAYS AI WIRING AS INDICATED ON THE DRAWINGS. 2. PROVIDE ELECTRICAL EQUIPMENT MOUNTED AS DIRECTED BY CARRIER AND AS INDICATED ON THE DRAWINGS. 1 3. PROVIDE TELEPHONE CONDUIT WITH PULL WIRE AND CABLE AS INDICATED ON DRAWINGS. 4. INSTALL WIRE AND CONDUIT AS INDICATED. PROVIDE CABLE SUPPORTS AS INDICATED. 5. REPLACE EXISTING WIRE! ES CABINET WITH NEW OWNER FURNISHED WIRELESS CABINETS AS INDICATED ON DRAWINGS. 6. REUSE EXISTING GROUND JUMPERS WHEN POSSIBLE FROM FORMER WIRELESS CABINETS. PROVIDE NEW GROUND JUMPERS TO NEW CABINETS AS REQUIRED. 7. PROVIDE GROUNDING PROTECTION SYSTEM AS INDICATED. B. RESTORE ALL AREAS TO ORIGINAL CONDITION AFTER INSTALLATION OF CONDUIT. 9. CONTRACTOR SWILL CLEARLY LIBEL DISCONNECTS AND OTHER RELATED GEAR. 10. AT TIME OF PLAN PERMITTING. CONTRACTOR SHALL APPLY FOR A THIRTY (30) DAY TEMPORARY POWER PERMIT FOR TESTING PURPOSES. 3. CONDUIT A CONDUIT SIZES AS SHOWN ON THE DRAWINGS ARE A MINIMUM. THE CONTRACTOR MAY INCREASE AS REQUIRED FOR EASE OF PULLING. B. CONDUIT TYPES SHALL BE AS FOLLOWS UNLESS OTHERWISE INDICATED: I. ALL ABOVE GRADE CONDUIT SHALL BE RIGID GALVANIZED STEEL 2. ALL CONDUIT BELOW GRADE SHALL BE SCHEDULE 40 PVC. 3. CONCEALED CONDUIT IN WALLS OR ABOVE CEILING SHAT BE EMT. C. AL EXPOSED CONDUIT SHAT BE NEATLY INSTATED AND RUN PARALLEL OR PERPENDICULAR TO STRUCTURAL ELEMENTS, SUPPORTS AND MOUNTING HARDWARE EXIST METROPCS METER 1 TO EXIST POINT OF SERVICE 'KV 33. ELECTRICAL' EXISTING D T WARE I COND BUS SIZE SIZE L1 — 52 Gi Me 1/10 tTERIAL' THE 0 iE LOG. BE 0 iESE C( Com 11 NOTE REPLACE 2 POLE 9i TEST ELL' E STAW . RATED VOLTAGE: 1♦ ICODEa N CODE RATED AMPS: ❑1( E MAIN LUGS ONLY 1 M ❑FUSED ■ CIFO'•' ALL BREAKERS MUST ML t_ PANELBOAF3 T PAU i1) 645: B USD�LCED UMZfr FONALNDrr mu+ RUG D. FLEX CONDUIT SMALL. BE LIQUID A E. NO CONDUIT SHALL BE INSTALEI F. CONDUIT ROUTES ARE SCHEMATIC COORDINATE ROUTE WITH WIRELE! G. WEATHERPROOF HUBS SHALL BE TD ENCLOSURE LOCATED OuiwO ECTI'. 4. CONDUCTORS LEY—Hfif A CONDUCTORS SMALL BE STRANDt l EMBII,�; INSULATION. /T PALL}'. 1) 845 5. PULL BOXES AND JUNCTION BOXES #' A. INTERIOR ENCL SHALL BE HEMA 6. GROUNDING IRVE A PROVIDE GROUND SYSTEM AS INI THE NATIONAL ELECTRIC CODE A B. ALL RACEWAYS REQUIRE GROUND THE RACEWAY SYSTEM SHALL BE TO PANEL GROUND BARS. AND F OUTLETS. MOTORS. LIGHTS. ETC. p THROUGHOUT THE PROJECT REG WErX': CONDUCTORS ON THE DRAWINGS. C. COORDINATE WITH ENCLOSURE S THE TELCO BOARD. CONNECT TC ELECTRICAL NOTES )JE( TAS eecv..Ml. taq.t % wM Ma aanaph Ono 00ee�� l p.aa..ta trim. h m taaln....ant of frraita, h htaadad aN Tar tM iDaCT -C PWD— . W d4.1 Id .lift It ba Mayva0. x OI ..d if1.PrOpOI f0;Onaa On M. 0-1 . jt A -ittan wtMriwlhn -6 odwlolla OP Kr.W7r•M.a aad Aaw.M.M Me. ~ Ila APn l Pa0litf 1. Kinhr—MOM -d .4socb/a% MK. --------- I 1 �-- PROPOSED J2 PROPOSED I I GROUNDING LTE CABINET I I I I I I CONDUCTOR I i I II I I EXISTING j2 I I GROUNDINGA I I I CONDUCTOR I li 11 I 1 EXISTING I I BATTERY I I I CABINET 0 I P fl i 1 I 1 1 EXISTING I RADIO I I . 11 CABINET at%I I •� I I I T EXIST METROPC;S BURIED t t GROUND RING CALL 48 HOURS BEFORE YOU DIG IT'S THE LAVVI 1-800-432-4770 wNS"INC SLATE OKE CALL OF FLORIDA. INC. PROPOSED FIBER BOX (BY OTHERS) EXISTING MARCONI CABINET ELECTRICAL SITE PLAN 1. GENERAL A THE CONTRACTOR SHALL PROVIDE ALL MATERIAL AND LABOR FOR A COMPLETE ELECTRICAL SYSTEM AS INDICATED ON THE DRAWINGS. ITEMS NOT SHOWN BUT OBVIOUSLY NECESSARY FOR A COMPLETE SYSTEM SHALL BE INCLUDED. B. THE CONTRACTOR SWILL OBTAIN ALL NECESSARY PERMITS. INSPECTIONS AND APPROVALS. C. ALL WORK SHALL. CONFORM TO THE NATIONAL ELECTRICAL CODE AND THE LOCAL BUILDING CODES. ALL COMPONENTS SMALL BE U.L APPROVED. D. THE CONTRACTOR SHALL BEFORE SUBMITTING HIS BID. VISIT THE SITE OF THE PROJECT AND BECOME FAMILIAR WITH THE CONDITIONS. NO ALLOWANCE WILL BE MADE FOR EXISTING CONDITIONS OR FAILURE OF THE CONTRACTOR TO OBSERVE THEM. E. EXACT LOCATION OF ALL. EQUIPMENT SHALL BE COORDINATED WITH WIRELESS CARRIER. THE BUILDING OWNER AND OTHER TRADES. F. WHERE EQUIPMENT IS SPECIFIED BY MANUFACTURER AND TYPE. SUBSTITUTION SHALL ONLY BE MADE WITH THE APPROVAL OF THE ENGINEER. THE CONTRACTOR SHALL SUBMIT DETAILS OF PROPOSED MATERIALS. REASON FOR CHANGE AND CHANGE IN CONTRACT AMOUNT. 2. SCOPE OF WORK A THE CONTRACTOR SHALL PROVIDE AL ELECTRICAL WIRING AND EQUIPMENT UNLESS OTHERWISE INDICATED. MAN COMPONENTS ARE AS FOLLOWS: 1. PROVIDE ELECTRICAL RACEWAYS AI WIRING AS INDICATED ON THE DRAWINGS. 2. PROVIDE ELECTRICAL EQUIPMENT MOUNTED AS DIRECTED BY CARRIER AND AS INDICATED ON THE DRAWINGS. 1 3. PROVIDE TELEPHONE CONDUIT WITH PULL WIRE AND CABLE AS INDICATED ON DRAWINGS. 4. INSTALL WIRE AND CONDUIT AS INDICATED. PROVIDE CABLE SUPPORTS AS INDICATED. 5. REPLACE EXISTING WIRE! ES CABINET WITH NEW OWNER FURNISHED WIRELESS CABINETS AS INDICATED ON DRAWINGS. 6. REUSE EXISTING GROUND JUMPERS WHEN POSSIBLE FROM FORMER WIRELESS CABINETS. PROVIDE NEW GROUND JUMPERS TO NEW CABINETS AS REQUIRED. 7. PROVIDE GROUNDING PROTECTION SYSTEM AS INDICATED. B. RESTORE ALL AREAS TO ORIGINAL CONDITION AFTER INSTALLATION OF CONDUIT. 9. CONTRACTOR SWILL CLEARLY LIBEL DISCONNECTS AND OTHER RELATED GEAR. 10. AT TIME OF PLAN PERMITTING. CONTRACTOR SHALL APPLY FOR A THIRTY (30) DAY TEMPORARY POWER PERMIT FOR TESTING PURPOSES. 3. CONDUIT A CONDUIT SIZES AS SHOWN ON THE DRAWINGS ARE A MINIMUM. THE CONTRACTOR MAY INCREASE AS REQUIRED FOR EASE OF PULLING. B. CONDUIT TYPES SHALL BE AS FOLLOWS UNLESS OTHERWISE INDICATED: I. ALL ABOVE GRADE CONDUIT SHALL BE RIGID GALVANIZED STEEL 2. ALL CONDUIT BELOW GRADE SHALL BE SCHEDULE 40 PVC. 3. CONCEALED CONDUIT IN WALLS OR ABOVE CEILING SHAT BE EMT. C. AL EXPOSED CONDUIT SHAT BE NEATLY INSTATED AND RUN PARALLEL OR PERPENDICULAR TO STRUCTURAL ELEMENTS, SUPPORTS AND MOUNTING HARDWARE EXIST METROPCS METER 1 TO EXIST POINT OF SERVICE 'KV 33. ELECTRICAL' EXISTING D T WARE I COND BUS SIZE SIZE L1 — 52 Gi Me 1/10 tTERIAL' THE 0 iE LOG. BE 0 iESE C( Com 11 NOTE REPLACE 2 POLE 9i TEST ELL' E STAW . RATED VOLTAGE: 1♦ ICODEa N CODE RATED AMPS: ❑1( E MAIN LUGS ONLY 1 M ❑FUSED ■ CIFO'•' ALL BREAKERS MUST ML t_ PANELBOAF3 T PAU i1) 645: B USD�LCED UMZfr FONALNDrr mu+ RUG D. FLEX CONDUIT SMALL. BE LIQUID A E. NO CONDUIT SHALL BE INSTALEI F. CONDUIT ROUTES ARE SCHEMATIC COORDINATE ROUTE WITH WIRELE! G. WEATHERPROOF HUBS SHALL BE TD ENCLOSURE LOCATED OuiwO ECTI'. 4. CONDUCTORS LEY—Hfif A CONDUCTORS SMALL BE STRANDt l EMBII,�; INSULATION. /T PALL}'. 1) 845 5. PULL BOXES AND JUNCTION BOXES #' A. INTERIOR ENCL SHALL BE HEMA 6. GROUNDING IRVE A PROVIDE GROUND SYSTEM AS INI THE NATIONAL ELECTRIC CODE A B. ALL RACEWAYS REQUIRE GROUND THE RACEWAY SYSTEM SHALL BE TO PANEL GROUND BARS. AND F OUTLETS. MOTORS. LIGHTS. ETC. p THROUGHOUT THE PROJECT REG WErX': CONDUCTORS ON THE DRAWINGS. C. COORDINATE WITH ENCLOSURE S THE TELCO BOARD. CONNECT TC ELECTRICAL NOTES )JE( TAS eecv..Ml. taq.t % wM Ma aanaph Ono 00ee�� l p.aa..ta trim. h m taaln....ant of frraita, h htaadad aN Tar tM iDaCT -C PWD— . W d4.1 Id .lift It ba Mayva0. x OI ..d if1.PrOpOI f0;Onaa On M. 0-1 . jt A -ittan wtMriwlhn -6 odwlolla OP Kr.W7r•M.a aad Aaw.M.M Me. ~ Ila APn l Pa0litf 1. Kinhr—MOM -d .4socb/a% MK.