HomeMy WebLinkAbout2000 09 11 Regular E Telecommunications Tower Collocation Consent Agreement
COMMISSION AGENDA
ITEM E
Consent
Information
Public Hearing
R.egular XX
September 11, 2000
Meeting
MGR. f-/ /Def
REQUEST: Community Development Department, Land Development Division, requests that
the Commission authorize the City Manager to enter into a Telecommunications
Tower Collocation Consent Agreement with Nextel South Corp. (d/b/a Nextel
Communications ("Nextel").
PURPOSE: The purpose of this agenda item is to have the Commission authorize the City
Manager to enter into a Telecommunications Tower Collocation Consent
Agreement with Nextel. This agreement would allow the collocation of a fourth
communication installation on the Communication Tower located on City Hall
property.
CONSIDERA TIONS:
1) In December 1997, the City of Winter Springs and APT entered into a Master
Land Lease with APT to construct a limited communications tower on City
property providing for not less than three co-locations.
2) To date, APT has located an installation at the 165-foot level for which the
City receives $1,000 per month. Sprint (sub-lease) has located an installation at
the 134-foot level at a rate of$I,OOO per month which is shared equally by the City
and APT AT&T (sub-lease) has located an installation at the 120-foot level at a
rate of$I,500 per month which is shared equally by the City and APT Further,
AT&T entered into a Site Impact Rental Surcharge Agreement with the City which
earns the City another $3,000 per annum (this is not shared with APT).
3) Nextel proposes to locate at the 149-foot level at a rate of $2,000 per month
which is to be shared equally between the City and APT.
September 11, 2000
REGULAR AGENDA ITEM E
Page 2
4) The Consent Collocation Agreement is consistent with the terms and conditions
of the Master Lease and City Ordinance.
5) Provided this agreement is approved, the City will be receiving $42,000 per
annum for the four (4) leases.
6) The City Attorney has reviewed the documents and found them to be
acceptable.
FUNDING: No funding is required for this item.
RECOMMENDA TION:
The recommendation is that the Commission authorize the City Manager to enter
into a Telecommunication Tower Collocation Consent Agreement with Nextel.
ATTACHMENT:
A - Telecommunication Tower Collocation Consent Agreement with
accompanying City Attorney Letter dated August 28, 2000.
COMMISSION ACTION:
ATTACHMENT A
BROWN, WARD, SALZMAN & WEISS, P.A.
ATTORNEYS AT LAW
Usher L. Brown ·
John H. Ward ·
Gary S. Salzmano
Jeffrey S. Weiss
Suzanne D' Agresta
Anthony A. GarganeseD
Scott D. Danahy
James G. Vickaryous
Allison Carmine McDonald
Alfred Truesdell
Arthur R. "Randy" Brown, Jr.
III North Orange Ave., Suite 875
Post Office Box 2873
Orlando, FL 32802-2873
(407) 425-9566
(407) 425-9596 FAX
Email: fim1@orlandolaw.net
Website: www.orlando1aw.net
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· Board Certified Civil Trial Lawyer
o Board Certified Business Litigation Lawyer
o Board Certified City, County & Local Government Law
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August 28, 2000
Don LeBlanc
Land Development Coordinator
City of Winter Springs
1126 East State Road 434
Winter Springs, FL 32708-2799
Re: Nextel Lease
Dear Don:
The final draft of the Collocation Consent Agreement I received from Nextel on August 17,
2000, reflects the changes I found acceptable on June 26,2000.
The Agreement, therefore, can be approved by the City Commissioner and executed by the
City Manager. It is my understanding that you have the origfnal Agreement in your possession.
Please prepare the Commission agenda item accordingly.
If you have any questions, please do not hesitate to contact me.
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TELECOMMUNICA TIONS TOWER
COLLOCA nON CONSENT AGREEMENT
THIS AGREEMENT is made this day of , 2000, by and between the City of
Winter Springs, Florida, a Florida municipal corporation ("City"), and Nextel South Corp., a Georgia corporation,
d/b/a Nextel Conununications ("Nextel").
WITNESSETH:
WHEREAS, City is the owner of real property located at I I 26 East S.R. 434, Winter Springs, Florida
32708 which is legally described on Exhibit "A" ("Leased Property"). A copy of Exhibit "A" is attached hereto
and fully incorporated herein by this reference; and
WHEREAS, City entered into that certain Site Agreement for Land, dated December 12, 1997 ("Site
Agreement") with APT Tampa/Orlando, Inc., a Delaware corporation ("APT"); and
WHEREAS, APT constructed a one hundred sixty-five foot (165') slip hole conununications monopole
which is designed with spaces to collocate the antennas of three (3) conunercial mobile radio service operators
("Tower"); and
WHEREAS, APT and Nextel have entered into, or are about to enter into, a Collocation Site Sublease
("Sublease") whereby Nextel subleases a portion of the Leased Property for purposes of collocation on the Tower,
and of operating and maintaining conununication equipment and related facilities; and
WHEREAS, City desires to consent to the Sublease between Nextel and APT and to the Nextel collocating
its conununications facilities on the Tower under the tenns and conditions of this Agreement.
NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein
contained, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally
bound hereby agree as follows:
1.0 Recitals. The foregoing recitals are true and correct and are hereby incorporated herein by this
reference.
2.0 Consent to Collocation. The City hereby consents to Nextel collocating their conununications arid
related facilities on the Tower and on the Leased Premises. In furtherance of consenting to the collocation, the City
also consents to Nextel entering into the Sublease with APT for the use of a portion of the Leased Property
("Subleased Parcel") and the Tower. The Subleased Parcel is legally described on Exhibit "B," which is attached
hereto and incorporaTed herein by this reference. The use of the Subleased Parcel shall be limited to operating.and
maintaining conununications equipment and related facilities in order to effectuate the collocation. City also
consents to Nextel's use of the non-exclusive utility easements and non-exclusive ingress and egress easements to
the Leased Property. The easements were granted to APT by the City and are legally described under the Site
Agreement. The easement legal descriptions are attached hereto as Exhibit "C" and incorporated herein by this
reference. Nextel agrees to fully comply with the tenns and conditions of the aforementioned easements and further
agrees that Nextel shall not in anyway overburden the easements or interfere with the City's and any other
authorized user's right to use the easements.
3.0 Term. The City acknowledges and agrees that under the tenns of the Sublease, Nextel shall have the
right to sublease the Subleased Parcel and collocate on the Tower for an initial term of five (5) years with four (4)
renewal term(s) of five (5) years. This Agreement shall automatically renew unless: (i) Nextel has provided the City
written notice of its desire not to elect its option under the Sublease prior to the expiration of the existing Term or
Renewal Option of the Sublease, a~ the case may be; (ii) the City has terminated this Agreement pursuant to
Paragraph 23 of this Agreement; (iii) Nextel is in breach of this Agreement, beyond any applicable cure period, in
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which case, this Agreement may only be renewed if the City agrees to the renewal in writing and Nextel cures the
breach; or (iv) Nextel is in breach of the Sublease beyond any applicable cure period, in which case, the Agreement
may only be renewed if the City and APT agree to the renewal in writing and Nextel cures the breach.
4.0 Termination of APT Site Agreement. If the Site Agreement is terminated by APT or City and Nextel
desires to continue occupying and possessing the Subleased Parcel and Tower space, Nextel may do so by entering
into a written lease agreement with the City which shall require direct payment of rental proceeds to the City.
5.0 Assignment. This Agreement shall not be assigned or transferred, unless the assignment is consented
to in writing by the City; provided, however that Nextel may assign its interest to its parent company, any subsidiary
or affiliate of it or its parent company or to any successor-in-interest or entity acquiring fifty-one percent (51 %) or
more of its stock or assets, subject to any financing entity's interest, if any, in this Agreement as set forth in
Paragraph 27 herein. Notwithstanding anything to the contrary contained in this Agreement, Nexte1 may assign,
mortgage, pledge, hypothecate or otherwise transfer without consent its interest in this Agreement to any financing
entity, or agent on behalf of any financing entity to whom Nextel (i) has obligations for borrowed money or in
respect of guaranties thereof; (ii) has obligations evidenced by bonds, debentures, notes or similar instruments, or
(iii) has obligations under or with respect to letters of credit, bankers acceptances and similar facilities or in respect
of guaranties thereof.
6.0 Third Party Rights. This Agreement is not a third party beneficiary contract and shall not in any
respect whatsoever create any rights on behalf of any party not expressly a party to this Agreement.
7.0 Further Assurances. From and after the execution of this Agreement, each of the parties hereto shall
fully cooperate with each other and perform any further act(s) and execute and deliver any further documents which
may be necessary or desirable in order to carry out the purposes and intentions of this Agreement.
8.0 Severability. If any provision of this Agreement is held to be invalid, void or unenforceable, the
remaining provisions shall nevertheless remain in full force and effect, unless the absence of the invalid, void or
unenforceable provision or provisions causes this Agreement to fail in its essential purposes.
9.0 Governing Law and Venue. This Agreement shall be construed and enforced in accordance with the
laws of the State of Florida. The parties further agree that in any dispute between them relating to this Agreement,
exclusive jurisdiction shall be in the state circuit courts located in Seminole County, and in the federal district court
in Orlando, Florida, any objections as to jurisdiction or venue in such courts being expressly waived.
10.0 Attorney's Fees. In the event any litigation or controversy arises out of or in connection with this
Agreement between the 'p;arties hereto, the prevailing party in such litigation or controversy shall be entitled to
recover from the other party or parties all reasonable attorney's fees and paralegal fees, expenses and suit costs,
including those associated with any appellate or post-judgment collection proceedings.
11.0 Non-Waiver. No delay or failure by either party to exercise any right under this Agreement, and no
partial or single exercise of that right, shall constitute a waiver of that or any other right, unless otherwise expressly
provided for herein.
12.0 Notices. Any notice, request, instruction, or other document to be given as part of this Agreement
shall be in writing and shall be deemed given under the following circumstances: when delivered in person; or three
(3) business days after being deposited in the United States Mail, postage prepaid, certified or registered; or the next
business day after being deposited with a recognized overnight mail or courier delivery service and addressed as
follows (or to such other person or at such other address, of which any party hereto shall have given written notice
as provided herein):
To City of Winter Springs:
City Manager
1126 East S.R. 434
Winter Springs, Florida 32708
PH: (407) 327-5957
FAX: (407) 327-4753
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To Nextel:
Nextel South Corp.
851 Trafalgar Court
Suite 300 E
Maitland, Florida 32751
With acopy to:
Nextel Cornrnunications, Inc.
2001 Edmund Halley Drive
Reston, Virginia 20191-3436
Sixth Floor, Mail Stop 6E630
Attn: Site Leasing Services, Contracts Manager
13.0 Counterparts. This Agreement may be executed in any number of counterparts, each of which when
so executed and delivered, shall be an original; but such counterparts shall together constitute but one and the same
instrument
14.0 Public Record. It is hereby specifically agreed that any record, document, computerized information
and program, audio or video tape, photograph, or other writing of the Nextel related to this Agreement, may be
deemed to be a Public Record whether in the possession or control of the City or NexteL Said record, document,
computerized information and program, audio or video tape, photograph, or other writing of Nextel is subject to the
provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific written approval of the
City. Upon request by the City, Nextel shall promptly supply copies of said public records to the City. All books,
cards, registers, receipts,. documents, and other papers in connection with this Agreement shall during normal
business hours of Nextel be open and freely exhibited to the City for the purpose of examination and/or audit.
15.0 Independent Contractor. Nextel shall be considered an independent contractor under this
Agreement
16.0 Entire Agreement. This Agreement represents the entire and integrated Agreement between the
parties and supercedes all prior negotiations, representations, or Agreements, either oral or written, and all such
matters shall be deemed merged into this Agreement.
17.0 Sovereign Immunity. Nothing contained in this Agreement shall be construed as a waiver of the
City's right to sovereign immunity under Section 768.28, Florida Statutes, or other limitations imposed on the
City's potential liability under state and federal law.
18.0 General Liability Insurance. Nextel shall purchase and maintain, at its own expense, such general
liability insurance and automobile liability insurance to cover claims for damages because of bodily injury or death
of any person or property damage arising in any way out of Nextel's use of the Subleased Parcel, Tower, or utility
and ingress and egress easements. The insurance shall have minimum limits of coverage of ONE MILLION AND
00/100 DOLLARSf$I,OOO,OOO) per occurrence combined single limit for bodily injury liability and property
damage. This shall include, but not be limited to, automobile liability of owned vehicles, hired and non-owned
vehicles, and employee non-ownership. All insurance coverage shall be with insurer(s) licensed by the State of
Florida to engage in the business of writing of insurance. The City shall be named on the foregoing insurance
policies as "additional insured." Nextel shall cause its insurance carriers to furnish insurance certificates and
endorsements specifying the types and amounts of coverage in effect pursuant hereto, the expiration dates of such
policies, and a statement that no insurance under such policies will be canceled without thirty (30) days prior written
notice to the City in compliance with other provisions of this Agreement. If the City has any objection to the
coverage afforded by or other provision of the insurance required to be purchased and maintained by Nextel in
accordance with this paragraph on the basis of its not complying with the Agreement, the City shall notify Nextel in
writing thereof within thirty (30) days of the date of delivery of such certificates and endorsements to the City. The
City, at its discretion, reserves the right to require Nextel to obtain reasonable increases in the insurance coverage set
forth in this paragraph. Nextel shall continuously maintain such insurance during the tenn of this Agreement in the
amounts, type, and quality as required by this paragraph.
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19.0 Indemnification and Hold Harmless. Nextel shall indemnify and hold harmless the City and its
employees, officers, attorneys, agents, and contractors from and against all claims, losses, damages, personal injuries
(including but not limited to death), or liability to the person or property (including reasonable attorney's fees
through any and all administrative, trial, post judgment and appellate proceedings), directly arising from the
negligent acts, errors, omissions, intentional or otherwise, arising out of or resulting from Nextel's and its
employees,' agents,' and contractors' use and occupancy of the Subleased Parcel, Tower, and utility and ingress and
egress easements. This indemnification shall survive the expiration or earlier termination of this Agreement.
This indemnification provided above shall obligate Nextel to defend at its own expense or to provide for
such defense, at the sole option of the City, as the case may be, of any and all claims of liability and all suits and
actions of every name and description that may be brought against the City or its employees, officers, and attorneys
which result from Nextel's and its employee's, agent's, and contractor's use and occupancy of the Subleased Parcel,
Tower, and utility and ingress and egress easements. In all events the City shall be permitted to choose legal counsel
of its sole choice, the fees for which shall be subject to and included with this indemnification provided herein, as
long as said fees are reasonable. This indemnification shall survive the expiration or earlier termination of this
Agreement.
20.0 Standard of Care. In using the Subleased Parcel, Tower, and utility and ingress and egress
easements, Nextel shall use that degree of care and skill ordinarily exercised, under similar circwnstances by
reputable members of its profession practicing in the same or similar locality.
21.0 Termination. If Nextel defaults in fulfilling any of the covenants of this Agreement and such default
shall continue for sixty (60) days after Nextel's receipt of written notice from the City specifying the nature of said
default, or, if the said default so specified shall be of such a nature that the same cannot be reasonably cured or
remedied within such sixty (60) days and Nextel shall not in good faith commence the curing or remedying of such
default within such sixty (60) days and shall not thereafter diligently proceed therewith to completion, then in any
one or more of such events this Agreement shall ternunate and come to an end as fully and completely satisfied and
Nextel shall then quite and surrender the Subleased Parcel and the right to use the utility and ingress and egress
easements as provided herein and remove its communication equipment and related facilities as set forth in
Paragraph 32.0.
22.0 Nextel's Signatory. The undersigned person executing this Agreement on behalf of Nextel hereby
represents and warrants that he/she has the full authority to sign the Agreement on behalf of Nextel and to fully bind
Nextel to the terms and conditions set forth in this Agreement.
23.0 Not Recordable. The parties understand and agree that neither this Agreement nor any sublease shall
be recorded in the public records.
24.0 Hazardous Materials. Nextel represents and warrants that its use of the Subleased Parcel, Tower, and
the utility and ingress and egress easements will not generate any Hazardous Material, nor will it store or dispose on
or near the Sublease- Parcel, Tower and the utility and ingress and egress easements, any Hazardous Material, in
violation of any applicable law or regulation. Nextel shall indemnify and hold harmless the City and its employees,
officers, attorneys, agents, and contractors from and against all claims, losses, damages, personal injuries (including
but not limited to death), or liability to the person or property (including reasonable attorney's fees through any and
all administrative, trial, post judgment and appellate proceedings), directly arising from the generation, storage,
disposal, transportation or use of Hazardous Materials by Nextel and its employees, agents, and contractors on the
Subleased Parcel, Tower and the utility and ingress and egress easements in violation of any applicable law or
regulation. For purposes of this Agreement, Hazardous Materials shall mean gasoline, petroleum and other
petroleum by-products, asbestos, any substance known by the state in which the Subleased Parcel is located to cause
cancer and/or reproductive toxicity, and/or any substance, chemical or waste that is identified as hazardous, toxic or
dangerous in any applicable federal, state or local law or regulation. This indemnification shall survive the
expiration or termination of this Agreement.
25.0 Liens. Nextel shall keep the Subleased Parcel and utility and ingress and egress easements free from
any liens arising out of any work perfornled for, materials furnished to, or obligations incurred by or on behalf of
Nextel. Nextel shall also hold thc City harmlcss against any such licns and shall take immediate action to remove
S:\Ccnlral\FI Icgal\Silt:s\2000s\207,Jh\Rcvicwcr\207JH Citv COllscnl Agml 07/24/00
II
any such lien should one be filed against any property owned by the City as a result of work performed or as a result
of under this Agreement for or on behalf ofNexteL
The City waives any lien rights it may have concerning Nextel's communications equipment which are
deemed Nextel's personal property and not fixtures ("Collateral"), and Nextel has the right to remove the same at
any time without the City's consent.
The City acknowledges that Nextel has entered into a financing arrangement including promissory notes
and financial and security agreements for the financing of the Collateral with a third party financing entity (and may
in the future enter into additional financing arrangements with other financing entities). In connection therewith, the
City (i) consents to the installation of the Collateral; (ii) disclaims any interest in the Collateral, as fixtures or
otherwise; and (iii) agrees that the Collateral shall be exempt from execution, foreclosure, sale, levy, attachment, or
distress for any rent due or to become due and that such Collateral may be removed at any time without recourse to
legal proceedings.
26.0 Condemnation. If the whole of the Subleased Parcel or utility and ingress and egress easements, or
such portion thereof as will make said parcel unusable for the purposes herein subleased, are condemned by any
legally constituted authority for any public use or purpose, then in either of said events the term hereby granted shall
cease from the time when possession thereof is taken by public authorities, and rental shall be accounted for as
between Nextel and City as of that date.
27.0 Damage or Destruction. Notwithstanding any other provision of this Agreement, Nextel shall bear
the risk of loss or damage to its communications equipment and personal property on the Subleased Parcel, Tower,
and utility and ingress and egress easements, except to the extent such loss or damage is caused by the negligence or
wiIlful misconduct of the City. Under no circumstances under this Agreement will the City be liable to Nextel for
economic loss, lost profits, loss of business, loss of market share, or any other incidental, punitive, special or
consequential damages of any nature whatsoever even if informed of the possibility of such damages.
28.0 Maintenance. Nextel shall be solely responsible for maintaining its communications equipment and
personal property in a safe and good condition, working order and repair. Nextel shall be solely responsible for
promptly repairing damage to its communications equipment and personal property. Nextel shall keep the Subleased
Parcel, Tower and utility and ingress and egress easements free of debris and anything dangerous, noxious, or
offensive in nature which would crease a hazard or undue vibration, heat or noise.
29.0 Utilities. Nextel shall provide for its own utilities and shall be responsible for paying such utilities.
30.0 Taxes. Nextel shall pay any and all taxes and assessments levied upon Nextel's communications
equipment and personal property used or kept on the Subleased Parcel, Tower, or utilities and ingress and egress
easements.
31.0. Rent. Nextel acknowledges and agrees that Nextel shall pay APT Two Thousand and no/100 dollars
($2,000.00) per month to sublease the Subleased Parcel and that rent shall be increased at the beginning of any
applicable renewal term by an amount equal to 15% of the rent for the term or previous renewal term of the
applicable sublease. Nextel also acknowledges and agrees that the City shall receive fifty percent (50%) of the
aforementioned rental proceeds from APT pursuant to the Site Agreement. Nextel agrees that the sublease rental
amount shall not be decreased or eliminated without the express written consent of the City. Should Nextel fail to
make the rent payments under the sublease, the City shall have the right in accordance with the provisions of
paragraph 21 herein, to immediately terminate this Agreement and in such case Nextel shall also immediately
remove its communications and related facilities from the Subleased Property and utility and ingress and egress
easements.
32.0 Removal of Equipment. Upon termination of this Agreement, Nextel shall, within sixty (60) days,
remove all of its communications equipment and related facilities from the Subleased Parcel and utility and ingress
and egress easements and restore said property to its original above grade condition. Ifsuch time for removal causes
Nextel to remain on the Subleased Parcel after termination of this Agreement, Nextel shall pay rent directly to the
City in the amount of Four Thousand and No/lOOths ($4,000.00) per month until such time as the removal of the
communications equipment and related facilities are completed. Upon termination of this Agreement and removal of
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Nextel's communication equipment and related facilities, Nextel shaH be released of any liability occurring on the
Subleased Property and utility and ingress and egress easements after such termination and removal.
33.0 Modification. Modifications of this Agreement shall only be made in writing signed by both parties.
34.0 Compliance with Laws. Nextel shall comply with all local, state, and federal laws and regulations
regarding the construction, placement, maintenance and use of Nextel's communications equipm~nt and related
facilities.
35.0 Signs. Except for signage required by any applicable governmental entity, Nextel shall not place any
sign(s) on the Subleased Property, Tower or utility and ingress and egress easements.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year written
above.
Signed, sealed and delivered in
the presence of:
CITY OF WINTER SPRINGS,
a Florida municipal corporation
Witness
Print Name:
By: Ronald W. McLemore, City Manager
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Witness ~ fa'
Print Name: 'J1fj{J. ra Cfj;(iY .~
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EXHIBIT A
to the Telecommunications Tower Collocation Consent Agreement dated , 2000, by
and between the City of Winter Springs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South
Corp., a Georgia corporation d/b/a NEXTEL Communications.
The Leased Property is described as follows:
Parent Tract Legal Description
Lots 1 through 25 and including Hoover Street, Luttrell Lane, and the South one-half (S Y2) of 2nd Street of Luttrell
Park according to the Plat thereof as recorded in Plat Book 11, Page 44 of the Public Records of Seminole County,
Florida, being a portion of Lot 27, Block B ofD.R. Mitchell's survey of the levy grant as recorded in Plat Book 1,
Page 5 of the Public Records of Seminole County, Florida, lying Northeasterly of State Road 419 (Sanford-Oviedo
Road).
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EXHIBIT B
PAGE 1 OF 2 PAGES
to the Teleconununications Tower Collocation Consent Agreement dated , 2000, by
and between the City of Winter Springs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South
Corp., a Georgia corporation d/b/a NEXTEL Communications.
The Subleased Parcel is described/shown as follows:
FL 2073-B Gardena
Not To Scale
~l
~
OISlWC ICY, ta'
U'A~ MU.
Nextel Leased Premises
,
~
Approx. dimensions (25 ~.ill
Of Nextel Premises
-
CDoOInt
t~lI.(.
Nextel Acceis Road
Nextel Utility Easement
Nextel Tower Spacl
J50 'RAD eel
_ _~ ~ lLt" W(l'Ql
QIlIIC'W.....C'OI'IC.~f,t.l
S:\Central\Fl_legal\Sitcs\2000s\2073b\Rcviewer\20738 City Consent Agmt 07/24/00
8
EXHIBIT B
PAGE 2 OF 2 PAGES
to the Telecommunications Tower Collocation Consent Agreement dated , 2000, by
and between the City of Winter Springs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South
Corp., a Georgia corporation d/b/a NEXTEL Corrununications.
The Subleased Parcel is described/shown as follows:
N extel Leased Premises
FL 2073-B
......
-....
roUND \lC. POST
NL CORNE;'!. lor 26
Il\.OQ a. U:'r,' liI'oVIf
Not To Scale
-..
-..
-..
+
-
COR N EFl -....
'OT FOUNa
N extel Access Road
S:\Central\FUegal\Sites\2000s\2073b\Reviewer\2073B City Consenl Agmt 07/24/00
9
EXHIBITC
to the Telecommunications Tower Collocation Consent Agreement dated , 2000, by
and between the City of Winter Springs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South
Corp., a Georgia corporation d/b/a NEXTEL Cornrnunications.
The easements are described as follows:
15' UTILITY EASEMENT "A":
All that tract or parcel of land lying in Section 36, Township 20 South, Range 30 East,
Seminole County, Florida, being a portion of Luttrell Park according to the plat
thereof as recorded in Plat Book 11, page 44, Official Records of Seminole County,
Florida, and being a 15 foot wide utility easement lying 7.5 feet left and right of the
~ollowing described c~~~erline:
Commencing at the Northwest corner of said Luttrell Park; thence South 180 58' 10" West
a distance of 157.00 feet to a point; thence South 710 01' 50" East a distance of 36.44
feet to the Point of Beginning; thence South 260 01' 48" West a distance of 17851 feet
to a point; thence South 180 58' 10" West a distance of 129.59 feet to a point lying
7.50 feet Northeasterly of the Northeasterly right-of-way line of State Road No. 434;
thence 173.81 feet, along the arc of a curve lying 7.50 feet Northeasterly of and
parallel with said right -of -way line, said curve being concave to the Southwest, having
a delta angle of 000 18' 33", a radius of 38429.24 feet, a chord bearing of South 380
02' 18" East, and a chord of 17381 feet to the Point of Termination.
15' Ingress/Egress Easement:
All that tract or parcel of land lying in Section 36, Township 20 So~th, Range 30 East,
Seminole County, Florida, being a portion of Luttrell Park according to the plat
thereof as recorded in Plat Book 11, page 44, Official Records of Seminole County,
Florida, and being more particularly described as follows:
Commencing at the Northwest corner of said Luttrell Park; thence South 180 58' 10" West
a distance of 157.00 feet to a point; thence South 710 01' SO" East a distance of 44.44
feet to the Point of Beginning; thence continue South 710 01' SO" East a distanc~ of
15.11 feet to a point; thence South 260 01' 48" West a distance of 178.81 feet to a
point; thence South 180 68' 10" West a distance of 151.82 feet to a point on the
Northeasterly right-of-way line of State Road No. 434; thence 17.80 feet along said
right-of-way line, along the arc of a curve, concave to the North, having a delta angle
of 000 01' 36", a radius of 38436.74 feet, a chord bearing of North 570 54' 55" West,
and a chord of 17.90 feet to a point; thence North 180 58' 10" East, departing said
right-of-way line, a distance of 142.97 feet to a point; thence North. 260 01' 44" East
a distance of 176..94 feet to the Point of Beginning.
15' Utility Easement "B":
All that tract or parcel of land lying in Section 36, Township 20 South, Range 30 East,
Seminole County, Florida, being a portion of Luttrell Park according to the p~at
thereof as recorded in Plat Book 11, page 44, Official Records of Seminole County,
Florida, and being a 15 foot wide utility easement lying 7.50 feet left and right of
the following described centerline:
Commencing at the Northwest corner of said Luttrell Park; thence South 180 58' 10" West
a distance of 157.00 feet to a point; thence South 710 01' SO" East a distance of 51.83
feet to the Point of Beginning; thence South 020 17' 44" East a distance of 110.00 feet
to the Point of Termination.
S:\Central\Fl_legal\Silcs\2000s\2073b\Rcviewer\2073B City Consent Agrnt 07/24/00
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TELECOMMUNICATIONS TOWER
COLLO<;ATION CONSENT AGREEMENT
THIS AGREEMENT is made this jl-rn dayofSt:~~ , 2000, by and between the City' of
Winter Springs, Florida, a Florida municipal corpoFation f~City''), and Nextel South Corp., a Georgia corporation,
d/b/a Nextel Communications ("Nextel").
WITNESSETH:
WHEREAS, City .is the owner of real property located at 1126 East S.R. 434, Winter Springs, Florida
32708 which is legally described on Exhibit "A'" ("Leased Property''). A copy of Exhibit "A" is attached hereto
and fully incorpoy;ated herein by this reference; and
WHEREAS, City. entered into that certain Site Agreement for Land, dated December 12, 1997 ("Site
Agreement") with APT Tampa/Orlando, Inc., a Delaware corporation ("APT');' and
WHEREAS, APT constructed a one hundred sixty-five foot (165') slip hole communications monopole
which is designed with spaces to collocate the antennas of three (3) commercial mobile radio service operators
("Tower''); and
WHEREAS, APT and Nextel have entered into, or are about to enter into, a Collocation Site Sublease
("Sublease") whereby'Nextel sUbleases a portion of the Leased Property for purposes of coUoca~on on the Tower,
and of operating and main~ining communication equipment and related facilities; and
WHEREAS, City desires to ,<onsent to the Sublease between Nextel and APT and to the Nextel collocating
its communications facilities on the Towerunder''the tenos.and conditions of this Agreement.
NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein
contained, the receipt and sufficiency of which are hereby acknowledged, .the parties hereto, "intending to be legally
bound hereby agree as follows:
1.0 Recitals. The foregoing recitals are true and correct and are hereby incorporated herein by this
reference.
2.0 Consent to Collocation. The City hereby consents to Nextel collocating their communications arid
related facUities on the Tower and on the Leased Premises. In furth~ce of consenting to the collocation, the City
also consents to Nextel entering into the Sublease with APT for the use of a portion of the Leased Property
("Subleased Parcel") and the Tower. The Subleased Parcel is legally descn1>ed on Exhibit liB," which is attached
hereto and incorporaled herein by this reference. The use of the ~ubleased Parcel shall be limited to operating'-and
maintaining communications equipment and related facUities in order to effectuate the collocation. City also
consents to Nextel's u!le of the non-cxclusive utility easements and non-cxclusive ingress and egress easements to
the Leased Property. The easements were granted to APT by the City and are legally descn"bed under the Site
Agreement. The easement legal descriptions are attached hereto as Exhibit "C" and incorporated herein by this
reference. Nextel agrees to fully comply with the terms and conditions of the aforementioned easements and further
agrees that Nextel shall not in anyway overburden the easements or 'interfere with the City's and any other
authorized user's right to use the easements.
.. _~__. _._..... _.._" - ." "_'.' .~ ...... .._ .0" .... _. .. _. .. _ .., ..-, ____. .. -. ..~._....- . . . ._._ _.'_'" ...... ..._._. . ......__... .. ___uo .... ____ .. - ...---.---.--.-... ". ..-.-...-..........
3.0 Term. The City acknowledges and agrees that 'under the tenns of the Sublease, Nextel shall have the
right to sublease the Subleased Parcel and collocate on the Tower for an initial term of five (5) years with four (4) .
renewal term(s) oftive (5) years. This Agreement shall automati.cally renew unless: (i) Nextel has provided the City
written notice of its desire not to elect its option under the Sublease prior to the 'expiration of the existing Tenn or
~enewal Option of the Sublease, alJ the case may be; (ii) the City has tenninated this Agreement pursuant to
Paragraph 23 of this Agreement; (Hi) Nextel is in breach of this Agreement, beyond any applicable cure period, in
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which case, .this Agree~ent may only be renewed if the City agrees to the renewal in writing and Nextel cures the
breach; or (iv) NexteJ is in breach of the Sublease beyond any applicable cure period, in which case, the Agreement
may only be renewed if the City and APT agree to the renewal in writing and Nextel cures the breach.
4,0 Termination of APT Site Agreement. If the Site Agreement is tenninated by APT or City and Nextel
desires to continue occupying arid possessing the Subleased Parcel and Tower space, Nextel may do so by entering
.i;nto a written lease agreement with the' City which shall require direct payment of ~ental proceeds to the City.
5.0 Assignment. This Agreement shall not be assigned or transferred, unless.the assignment is consented.
to in writing by the City; provided, however that Nextel may assign its interest to its parent company, any subsidiary
or affiliate of it or its parent comp~y or to any successor-in-interest or entity acquiring fifty-one percent (51 %) or
more of its stock or assets, subject to any fmancing entity's interest, if any, in this Agreement as set forth in
Paragraph 27 herein. Notwithstanding anything to the contrary containe4 in .this Agreement, Nextel may assign,
mo~gage, pledge, hypothecate or otherwise transfer without consent its interest in this Agreement to any fmancing
entity, or agent on behalf of any fmancing entity to .whom Nextel (i) has obligations for borrowed money or in
respect of guaranties thereof; (ii) has obligations evidenced by bonds, debentures, notes or similar instruments, or
(ill) has obligations under or with respect to letters of credit, bankers acceptances and similar facilities or in respect
ofgu~tiesd1ereo!
6.0 Third Party Rights. This Agreement is not a third party beneficiary contract and shan not in any
respect whatsoever create any rights on behalf of any party not expressly a party to this Agreement
7.0 Further Assurances. From and after the execution of this Agreement, each of ~e parties hereto shall
fully cooperate with each other and perform any further act(s) and execute and deliver any further documents which
may be necessary or desirable in order to carry out the purposes ~ intentions of this Agreement.
8.0 Severability. If any provision of this Agreement is held to be invalid, void or unen!orceable, the
remaining provisions shall nevertheless remain in full force and effect, unless the absence .of the invalid, void or
unenforceable provision or provisions causes this Agreement to fail in its essenti~ purposes.
9.0 Governing'Law and Venue. This Agreement shall be consbUed and enforced in accordance with the.
laws of the State of Florida. The parties further agree that in any dispute between them relating to this Agreement,
exclusive jurisdiction-shall be in the 'state circuit courts located in Seminole County, and in the federal district court
in Orlando, Florida, any objections as to jurisdiction or venue in such courts being expressly. waived.
10.0 Attorney's ~ees. In the event any litigation or controversy arises out of or in connection with this
Agreement between the parties hereto, the prevailing party in.such litigation or controversy shall be entitled to
recover from the. other party or parties all reasolUlble attorney's fees and paralegal fees, eXpenses an~ suit costs,
inc::1uding those associated with any appellate or post-judgment ~ollection proceedings.
11.0 Non-Waiver. No delay or failure by either party to .exercise any right under this Agreement, and no
partial or single exercise of that right, shall constitute a waiver of that or any other right, unless otherwise expressly
provided for herein:
n.o Notices. Any notice, reques~ instruction; or other document to be given as part of this Agreement
shall be in writing and shall be deemed given under the following circumstances: when delivered in person; or three
(3) business days after being deposited in the United States Mail, postage prepaid, certified or registered; or the next
. business day after being deposited with a recognized overnight mail or courier delivery service and addressed as
follows (or to such other person or at such other address, of whi_ch ~-X_p.!~ ~el"C?!Q..~~!L1.!~ve giv~.~ttel!_nog~~_ ,__'___'
. ..--. '-asprovidedlierem): - . .------- - ...--... - _______.__.___._m_____.____._.___. -
To City of Winter Springs: City Manager
1126 East S.R. 434
Winter Springs, Florida 32708
PH: (407) 327-5957
FAX: (407) 327-4753
.
S:\Central\FlJegal\Sitcs\2000s\2073b\Reviewer\207JB City Consent Agmt 07/24100 2
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To Nextel: Nextel South Corp,
851 Trafalgar Court
Suite 300 E
Maitland, Florida 32751
With a copy to: Nextel Communications, Inc.
2001 Edmund Halley Drive
Reston, Virginia 20191-3436
Sixth Floor, Mail Stop 6E630
Attn: Site Leasing Services, Contracts Manager
13.0 Counterparts. This Agreement may be executed in any number of counterparts, each of which when
so executed and delivered, shall be an original; but such counterparts shall together constitute but one and the same
instrument.
14.0 Public Record. It is hereby specifically agreed that any record, document, computerized information
and program, audio or videotape, photograph, or other 'writing of the Nextel related to this Agreement, may be
deemed to be a Public Record whether in the possession or control of the City or Nextel. Said record, document,
computerized information and program, audio or video tape, photograph, or other writing of Nextel is subject to the
provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific written approval of the
City. Upon request by the City, Nextel shall promptly supply copies of said public records to the City. All books,
cards, registers, receipts,' docUments, and other papers in connection with this Agreement shall during normal
business hours of Nextel be open and freely exhibited to the City for the purpose of examination and/or audit.
15.0 Independent Contractor, Nextel shall be considered an independent contractor under this
Agreement.
16.0 Entire Agreement. This Agreement represents the entire and integrated Agreement between the
parties and supercedes all prior negotiations, representations, or Agreements, either oral or written, and all such
matters shall be deemed merged into this Agreement.
17,0 Sovereign Immunity. Nothing contained in this Agreement shall be construed as a waiver of the .
City's right to sovereign iInmunity under Section 768,28, Florida Statutes, or other limitations imposed on the
City's potential liability under state and federal law.
18.0 General Liability Insurance. Nextel shall purchase and maintain, at its own expense, such general
liability insurance and automobile liability insurance to cover claims for damages because of bodily injury or death
of any person or property damage arising in any way out of Nextel's use of the Subleased Parcel, Tower, or utility
and ingress and egress easements. The insurance shall have minimum limits of coverage of ONE MILLION AND
00/100 DOLLARS i$I,OOO,OOO) per occurrence combined single limit for bodily injury liability and property
damage. This !!hall include, but not be . limited to, automobile liability of owned vehicles, hired and non-owned
vehicles, and employee non-ownership. .All insurance coverage shall be with insurer(s) licensed by the State of
Florida to engage in the business of writing of insUrance. The City shall be named on the foregoing insurance
policies as "additional insured." Nextel shall cause its insurance carriers to furnish insurance certificates and
endorsements specifying the types and amounts of coverage in effect pursuant hereto, the expiration dates of such
policies, and a statement that no insurance under such policies will be canceled without thirty (30) days prior written
notice to the City in compliance with other provisions of this Agreement. If the City has any objection to the
coverage afforded by or other provision of the insurance required to beJlurchased and maintained by Nextel in
"."- .. accoraancewitli1liiS-paragraplioniliehaslSontsnot cOlnplYing wlth"thc'"Agreemenithe CitYshlili noti-iY NexteC~--.
writing thereof within thirty (30) days of the date of delivery of such certificates and endorsements to the City. The
City,afits discretion, reserves the right to require Nextel to obtain reasonable increases in the insurance coverage set
forth in this paragraph. Nextel shall continuously maintain such insurance during the tenn of this Agreement in the
amounts, type, and quality as required by this paragraph.
S:\Central\F1Jegal\Siles\2000s\2073b\Reviewer\20738 City Consent Agmt 07/24/00 3
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19.0 Indemnification and Hold Harmless. Nextel shall indemnify and hold harmless the City and its
employees, officers, attorneys, agents, and contractors from and against all claims, losses, damages, personal injuries
(including but not limited to death), or liability to the person or property (including reasonable attorney's fees
through any and all administrative, trial, post judgment and appellate proceedings), directly arising from the
negligent acts, errors, omissions, intentional or otherwise, arising out of or resulting from Nextel's and its
employees,' agents,' and contractors' use and occupancy of the Subleased Parcel, Tower, and utility and ingress and
egress easements. This indemnification shall survive the expiration or earlier termination of this Agreement.
This indemnification provided above shall obligate Nextel to defend at its own expense or to provide for
such defense, at the sole option of the City, as the case may be, of any and all claims of liability and all suits and
actions of every name and description that may be brought against the City or its employees, officers, and attorneys
which result from Nextel's and its employee's, agent's, and contractor's use and occupancy of the Subleased Parcel,
Tower, and utility and ingress and egress easements, In all events the City shall be permitted to choose legal cOUDSt';1
of its sole choice, the fees for which shall be subject to and included with this indemnification provided herein, as
long as said fees are reasonable. This indemnification shall survive the expiration or earlier termination of this
Agreement.
20.0 Standard of Care. In using the Subleased Parcel, Tower, and utility and ingress and egress
. easements, Nextel shall use that degree of care and skill ordinarily exercised, under similar circumstances by
reputable members of its profession practicing in the same or similar locality.
21.0 Termination. If Nextel defaults in fulfilling any of the covenants of this Agreement and such default
shall continue for sixty (60) days after Nextel's receipt of written notice from the City specifying the nature of said
default, or, if the said default so specified shall be of such a nature that the same cannot be reasonably cured or
remedied within such sixty (60) days and Nextel shall not in good faith commence the curing or remedying of such
default within such sixty (60) days and shall not thereafter diligently proceed therewith to completion, then in any
one or more of such events this Agreement shall terminate and come to an end as fully and completely satisfied and
Nextel shall then quite and surrender the Subleased Parcel and the right to use the utility and ingress and egress
easements as provided herein and remove its communication equipment and related facilities as set forth in
Paragraph 32,0.
22.0 Nextel's Signatory. The undersigned person executing this Agreement on behalf of Nextel hereby
represents and warrants that he/she has the full authority to sign the Agreement on behalf of Nextel and to fully bind
Nextel to the terms and conditions set forth in this Agreement.
23.0 Not Recordable. The parties understand and agree that neither this Agreement nor any sublease shall
be recorded in the public records.
24.0 Hazardous Materials. Nextel represents and warrants that its use of the Subleased Parcel, Tower, and
the utility and ingress and egress easements will not generate any Hazardous Material, nor will it store or dispose on
or near the Sublease- Parcel, Tower and the utility and ingress. and egress easements, any Hazardous Material, in
violation of any applicable law or regulation. Nextel shall indemnify and hold harmless the City and its employees,
officers, attorneys, agents, and contractors from and against all claims, losses, damages, personal injuries (including
but not limited to death), or lillbility to the person or property (including reasonable attorney's fees through any and
all administrative, trial, post judgment and. appellate proceedings), directly arising from the generation, storage,
disposal, transportation or use of Hazardous Materials by Nextel and its employees, agents, and contractors on the
Subleased Parcel, Tower and the utility and ingress and egress easements in violation of any applicable law or
regulation, For purposes of this Agreement, Hazardous Materials shall mean gasoline, petroleum and other
-----.- petroleumJnr--=P-I9dul:;JS.Jls..b.esto.s...any...suhs.tanceJcnQWXLby .the..state..in.whichthe..8.ubleaseclParceLisJocateclto_cau5e__......__. _. .
cancer and/or reproductive toxicity, and/or any substance, chemical or waste that is identified as hazardous, toxic or
dangerous in any applicable federal, state or local law or regulation. This indemnification shall survive the
expiration or termination of this Agreement.
25.0 Liens. Nextel shall keep the Subleased Parcel and utility and ingress and egress easements free from
any liens arising out of any work performed for, materials furnished to, or obligations incurred by or on behalf of
Nextel. Nextel shall also hold the City harmless against any such liens and shall take immediate action to remove
S:\Central\F1JegaJ\Sites\2000s\2073b\Reviewer\2073B City Consent Agmt 07n4/00 4
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any such lien should one be filed against any property owned by the City as a result of work perfonned or asa result
of under this Agreement for or on behalf of NexteI.
The City waives any lien rights it may have concerning Nextel's communications equipment which are
deemed Nextel's personal property and not fixtures ("Collateral"), and Nextel has the right to remove the same at
any time without the City's consent.
The City acknowledges that Nextel has entered into a fmancing arrangement including promissory notes
and financial and security agreements for the fmancing of the Collateral with a third party financing entity (and may
in the future enter into additional fmancing arrangements with other fmancing entities). In connection therewith, the
City (i) consents to the installation of the Collateral; (ii) disclaims any interest in the Collateral, as fixtures or
otherwise; and (iii) agrees that the Collateral shall be exempt from execution, foreclosure, sale, levy, attachment, or
distress for any rent due or to become due and that such Collateral may be removed at any time without recourse to
legal proceedings.
26.0 Condemnation, If the whole of the Subleased Parcel or utility and ingress and egress easements, or
such portion thereof as will make said parcel unusable for the purposes herein subleased, are condemned by any
legally constituted authority for any public use or purpose, then in either of said events the tenn hereby granted shall
cease from the time when possession thereof is taken by public authorities, and rental shall be accounted for as
between Nextel and City as of that date,
27,0 Damage or Destruction. Notwithstanding any other provision of this Agreement, Nextel shall bear
the risk of loss or damage to its communications equipment and personal property on the Subleased Parcel, Tower,
and utility and ingress and egress easements, except to the extent such loss or damage is caused by the negligence or
willful misconduct of the City. Under no circumstances under this Agreement will the City be liable to Nextel for
economic loss, lost profits, loss of business, loss of market share, or any other incidental, punitive, special or
consequential damages of any nature whatsoever even ifinfonned of the possibility of such damages.
28.0 Maintenance. Nextel shall be solely responsible for maintaining its communications equipment and
personal property in a safe and good condition, working order and repair. Nextel shall be solely responsible for
promptly repairing damage to its communications equipment and personal property. Nextel shall keep the Subleased
Parcel, Tower and utility and ingress and egress easements free of debris and anything dangerous, noxious, or
offensive in nature which would crease a hazard or undue vibration, heat or noise.
29.0 Utilities. Nextel shall provide for its own utilities and shall be responsible for paying such utilities,
30,0 Taxes. Nextel shall pay any and all taxes and assessments levied upon Nextel's communications
equipment and personal property used or kept on the Subleased Parcel, Tower, or utilities and ingress and egress
. easements.
31.0. Rent. Nextel acknowledges and agrees that Nextel shall pay APT Two Thousand and no/100 dollars
($2,000,00) per month to sublease the Subleased Parcel and that rent shall be increased at the beginning of any
applicable renewal tenn by an amount equal to 15% of the rent for the tenn or previous renewal tenn of the
applicable sublease, Nextel also acknowledges and agrees that the City shall receive fifty percent (50%) of the
aforementioned rental proceeds from APT pursuant to the Site Agreement. Nextel agrees that the sublease rental
amount shall not be decreased or eliminated without the express written consent of the City, Should Nextel fail to
make the rent payments under the sublease, the City shall have the right in accordance with the provisions of
paragraph 21 herein, to immediately tenninate this Agreement and in such case Nextel shall also immediately
remove its communications and related facilities from the Subleased Property and utility and ingress and egress
easements.
. ".. ---- .... ._.._-~.----_._...__... "..-.-. ----...- -..-. .-.." - ...., ._-.... ...--..., -_.-.,._~---_..- .-.-.. --.-- .-- ---.-.--. ..._--_......_._-~... .-..-.-. .-...--.".- .. .---..-.----.--..... ..----....-. ~"~-"-'---'-'--"""'---" .. -... -- _._~_.....
32.0 Removal of Equipment. Upon tennination of this Agreement, Nextel shall, within sixty (60) days,
remove all of its communications equipment and related facilities from the Subleased Parcel and utility and ingress
and egress easements and restore said property to its original above grade condition, If such time for removal causes
Nextel to remain on the Subleased Parcel after tennination of this Agreement, Nextel shall pay rent directly to the
City in the amount of Four Thousand and No/I00ths ($4,000,00) per month until such time as the removal of the
communications equipment and related facilities are completed, Upon tennination of this Agreement and removal of
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Nextel's communication equipment and related facilities, Nextel shall be released of any liability occurring On the
Subleased Property and utility and ingress and egress easements after such termination and removal.
33.0 Modification. Modifications of this Agreement shall only be made in writing signed by both parties,
34.0 Compliance with Laws. Nextel shall comply with all local, state, and federal laws and regulations
regarding the construction, placement, maintenance and use of Nextel's communications equipment and related
facilities.
35.0 Signs. Except for signage required by any applicable governmental entity, Nextel shall not place any
sign(s) on the Subleased Property, Tower or utility and ingress and egress easements.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year written
above,
Signed, sealed and delivered in CITY OF WINTER SPRINGS,
the presence of: a Florida municipal cOIp9ration
~~~~ -. R~~r)n~
Witness ~ By: Ronald W. McLemore, City Manager
lNarne:'b......\..')> 1? . \..oe: I\~ l-
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Witness ~ ~
Print Name. ;:W~ ~~ -)..........-A Cd
NEXTEL SOUTH CORP.,
a Georgia corporation, d/b/a
NE CO C 0,
By:
Prin
Its:
..u+_.. ~ti ... """. .,. ... .....
Witn~~~
Print Name: /(!;}1 Lfl ( ]A ,
"',
-
. _____ _ . . _~_.._. '.__n___.. .__ ....._.__.....____ ..., ..---....--.----..--....-..--.....-....--..... . . ..... ..-.-..-....-..---.. _... -.. "'_'..'__'~,_~__,__ .. "u...... _ . .-.----...-.-...... --"..
S:\Central\FIJegal\Sites\2000s\2073b\Reviewer\2073B City Consent Agmt 07/24/00 6
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EXHIBIT A
to the Telecommunications Tower Collocation Consent Agreement dated ,2000,by
and between the City of Winter Springs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South
Corp., a Georgia corporation d/b/a NEXTEL Communications,
The Leased Property is described as follows:
Parent Tract Legal Description
Lots I through 25 and including Hoover Street, Luttrell Lane, and the South one-half(S Y:z) of 2nd Street of Luttrell
Park according to the Plat thereof as recorded in Plat Book 11, Page 44 of the Public Records of Seminole County,
Florida, being a portion of Lot 27, Block B ofD.R. Mitchell's survey of the levy grant as recorded in Plat Book 1,
Page 5 of the Public Records of Seminole County, Florida, lying Northeasterly of State Road 419 (Sanford-Oviedo
Road).
-
<__.. .._._.._..~_._._..__. ......m__'_.._..... __. ".____.. __..._n.. ....__.. ___.._._.. ..._. .... .._ ____..._,. --. - ~....,- ,._.... _._... ....__.. ,.__..."n___ ___"'_"__'_."_..h' .-- . . ..-... - . .............. ... ......._......M._.....
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EXHIBIT B
PAGE 1 OF2 PAGES ,
to the Telecommunications Tower Collocation Consent Agreement dated , 2000, by
and between the City of Winter Springs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South
Corp., a Georgia corporation d/b/a NEXTEL Communications,
The Subleased Parcel is described/shown as follows:
...- -.--....
FL 2073-B Gardena +
Not To Seale
Nelte) Leased Premises
,
~
Approx. dimeasioDS (2.5 .~ ~
Of Nextel Premises
-,
CIloQ~
CQUllttt(.~
-
,
h__ _.. 'u. .__ _. ..,~+__ .+- .-......... "'''H'''_._.. . ..._.....__... _""_'n -- .~.. .. . -.... n' '_~ ...._..... _._ u_.'. __.__ ~__.~.. ...... . .--..--.....-... .... "._. ........... m_~__ . _ ......
S:\Central\F1Jegal\Sites\2000s\2073b\Reviewer\2073B City Consent Agml 07/24/00 8
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EXHIBIT B
PAGE 2 OF 2 PAGES
to the Telecommunications Tower Collocation Consent Agreement dated , 2000, by
and between the City of Winter Springs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South
Corp., a Georgia corporation d/b/a NEXTEL Conununications,
The Subleased Parcel is described/shown as follows:
-----_.
FL 2073-B Gardena roUIID \IC. POST Not To Scale
N.t. CORIl~. t.OT 26
- -..... 1lL0ClI a, U'r, 011-"4 T
- -.....
--
-.. --
-
Nextel Leased Premises CORNEll -.....
I(lT FOUND
N euel Aecess Road
. -
.< "
/
/ " 19
~ "
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\ Q) \
-
-
-
.-.~ ....-- .--..-..- -.-.... . - --"-""'--.--...-. -.' _h.. '_". .__. _____.~._ _0< ____ _. .__n _ ..___ 0.. ......... ____ '0"' .__.._." _.....-, ...--.---- --,,"-""- "......-
S:\Central\FIJcgaJ\Sitcs\2000s\2073b\Revicwer\2073B City Con5C111 Agm! 07/24/00 9
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EXHIBIT C
to the Telecommunications Tower Collocation Consent Agreement dated , 2000, by
and between the City of Winter Springs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South
Corp" a Georgia corporation d/b/a NEXTEL Conununications,
The easements are described as follows:
15' UTILITY EASEMENT "A":
All that tract or parcel of land lying in Section 36, Township 20 South, Range 30 East,
Seminole County, Florida, being a portion of Luttrell Park according to the plat
thereof as recorded in Plat Book 11, page 44, Official Records of Seminole County,
Florida, and being a 15 foot wide utility easement lying 7.5 feet left and right of the
'~ollowing described ~~~~erline:
Conunencing at the Northwest corner of said Luttrell Park; thence South 180 58'10. West
a distance of 157.00 feet to a point; thence South 710 01' 50" East a distance of 36.44
feet to the Point of Beginningi thence South 260 01' 48" West a distance of 17851 feet.
to a point; thence South 180 58"10" West a distance of 129.59 feet to a point lying
7.50 .feet Northeasterly of the Northeasterly right-of-way line of State Road No. 434;
thence 173.81 feet, along the arc of a curve lying 7.50 feet Northeasterly of and
parallel with said right-of-way line, said curve being concave to the Southwest, having
.a delta angle of 000 18' 33", a radius of 38429.24 feet, a chord bearing of South 3S0
02' lS" East, and a chord of 17381 feet to the Point of Termination.
15' Ingress/Egress Easement:
All that tract or parcel of land lying in Section 36, Township 20 Sou.,th, R~ge 30 East,
Seminole County, Florida, being a portion of Luttrell Park according . to the plat
thereof .as recorded in Plat Book 11, page 44, Official Records of Seminole County,
Florida, and being more particularly described as follows:
Conunencing at the Northwest corner of said Luttrell Park; thence South 180 58' 10" West
a distance of 157.00 feet to a point; thence South 710 01' SO" East a distance of 44.44
feet to the Point of Beginning; thence continue South 710 01' SO" East a distanc~ of
15.11 feet to a point; thence South 260 01' 48" W~st a distance of 17S.81 feet to a
point; thence South 180 6S' 10" West a distance of 151.82 feet to a point on the
Northeasterly right-of-way line of State Road No. 434; thence 17.80 feet along said
right-of-way line, along the arc of a curve, concave to the North, having a delta angle
of 000 01' 36" , a radius of 38436.74 feet, a chord bearing of North 570 54' 55" West,
and a.chord of 17.90 feet to a point; thence North lS0 58' 10" East, departing said
right-of-way line, a distance of 142.97 feet to a point; thence Nortn260 01' 44" East
a distance of 176_94 feet to the Point of Beginning.
15' Utility Easement "B":
All that tract or parcel of land lying in Section 36, Township 20 South, Range 30 East,
Seminole County, Florida, being a portion of Luttrell Park according to the plat
thereof as recorded in Plat Book 11, page 44, Official Records of Seminole County,
Florida, and being a 15 foot wide utility easement lying 7.50 feet left and right of
the' following described. centerline:
.. _._~_.._,. ..-+----..-~--.--..--.-..----.---~.. ~. ..-......-.-- ".., ....-......--.---... .._.~_._....__. --.....---..-..- . <..--.. .___u__.__. __.._,.. .___. . .. ..__. _____._... h....__ . ,..__,_._... .._..._ ._ ..___. ...... .______.____ . ..... ___.._~__. _.....
Conunencing at the Northwest corner of said Luttrell Park; thence South 180 58' 10" West
a distance of 157.00 feet to a point; thence South 710 01' SO" E~st a diptance of 51.83
feet to the Point of Beginning; thence South 020 17' 44" East a distance of 110..00 feet
to the Point of Termination.
S:\CeritraJ\FUegaJ\Sites\2000s\2073b\Rt:viewer\2073B City Consent Agmt 07/24/00 9
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Site Nt.: FL20738
Site Name: Gardena
LICENSE NO. STRUCTURE NO.
SITE LICENSE
This Site License is made this _ day of ,200_ pursuant to and in accordance with the Master Site Agreement (referred
to herein as "MSA" or "Agreement") dated as of December 3, 1999, between VoiceStream Wireless Corporation, then a Washington corporation,
now a Delaware corporation, and any subsidiaries, affiliates or partners that wish to participate in this Agreement (collectively "VoiceStream"), and
Nextel Communications, Inc., a Delaware corporation, d/b/a Nextel Communications and any subsidiaries or affiliates that wish to participate in this
Agreement (collectively "Nextel"). The parties hereby agree that all of the terms and conditions of the MSA are incorporated herein by this
reference.
1. Name of Licensor: APT Tampa/Orlando, Inc, , a Delaware corporation
a participating subsidiary of Voice Stream Wireless Corporation, a De]aware corporation
2, Name of Licensee: Nextel South Corp., a Georgia corporation, d/b/a Nextel Communications
a participating subsidiary of Nextel Communications, Inc., a Delaware corporation
3. Site No,/Name: VoiceStream: A2EOI5-B / City of Winter Springs \
Nextel: FL2073B I Gardena !"
4. Site Address: ] 126 East S.R. 434, Winter Springs, fL 32708
5. Site Latitude and Longitude: N280 42' 09" Latitude I W8] 0 15' 60" Longitude
6. Due Diligence Period (see paragraph 5 of the MSA): One hundred eighty (180) days from execution.
7. Monthly Rent: $2,000.00 (Two Thousand Dollars and no/lOO)
8. Term (see paragraph 6 of the MSA): Five (5) years with four (4) successive five (5) year renewals commencing on the date Licensee
begins construction of the Licensee Facilities or ninety (90) days from execution of the Site License, whichever first occurs,
9. Site Licensor (owned): or Licensor (leased): x
If leased, Term of Underlying Lease: See Prime Lease, Exhibit 4
10. Special Access Requirements: None known.
II. Existing Mortgages, etc.: None known.
12. Existing Environmental Issues: None known.
13. Licensor Contact for Access for Emergency: National Operations (800) 4] 6-2782 I Loca] Operations (813) 243-3300
14. Licensee Contact for Emergency: National Operations ( ) I Local Operations/Jim Donati (407) 948-2181
15. Licensee's Address for Notice Purposes:
Nextel South Corp.
Suite 300E
851 Trafalgar Court
Maitland, FL 32751
Attn: Property Manager
With copy to: Nextel Communications, Inc. .--.. ,.....-
.. _ ........-..-... ....---.---..-... ... .._---------_...~.- .. ____Hn. -- ---..-.".-.- ..........-.-.- -..--.-.------ __n___
200] Edmund Halley Drive
Reston, VA 20]91-3436
Sixth Floor, Mail Stop 6E630
Attn: Site Leasing Services, Contracts Manager
Site Number: A2EOlS-B
Site Name: City of Winter Springs
Market Tampa/Orlando 8/8/00 2:09 PM I Page I
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Market: Central
Site No.: FL2073B
Site Name: Gardena
Licensor's Address for Notice Purposes:
APT Tampa/Orlando, Inc.
3650 - 131 st A venue SE, Suite 200
BeIlevue, W A 98006
Attn: PCS Leasing Administrator
With a copy to: Attn: Legal Department
With copy to: APT Tampa/Or]ando, Inc.
Suite 400
31] I W, Dr. Martin Luther King B]vd.
Tampa, FL 33607-620]
Attn: Real Estate Manager
LICENSOR: LICENSEE:
APT Tampa/Or]ando, Inc., a De]aware corporation Nextel South Corp., a Georgia corporation, d/bla
Nextel Co ications
By:
Witness~ P~4b
Prinred N"""'~. ..q,~
Prinred N5:c-:;~Q -:: ~ft 'it1ny4 ,70~
Attachments:
Exhibit 1: Description of Land
Exhibit 2: Description of Premises (including description of Equipment ShelterlRoomlCabinet Location(s)
Existing Liens, Rights-of-Way, Easements and Mortgages and Plans and Specifications)
Exhibit 3: Memorandum of Agreement
Exhibit 4: Prime Lease
Exhibit 5: RF Engineering and Current Communications Users of Site (including frequencies)
Exhibit 6: Owner's Consent
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Site Number: A2E015-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 2:09 PM / Page 2
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'Market: Central
Site No.: FL20738
Site Name: Garde~ ~ .
STATE OF '-17.JJru~,^- )
,I'r! )ss
COillITYOF ~h~~~O~A ).
The foregoing ins acknowledged before me this I~y of 1llX1u~T~."2000 by ~1J#.t. ~ Fle;wA.~
-" of APT Tampa/Orlando, Inc., a Delaware corporation, on behalf of the corporation, He is
as identification.
,
Notary Publ'c
, · J dlth PI . Print Name
i'~ U dWlnald My commission expires
*.*MyCommfsslon CC895223
\;",,~ Explrea December 13, 2003
(Use this space for notary stamp/seal)
STATE OF GEORGIA )
G' . )ss.
COUNTY OF lD i f)() e.:lt )
The foregoing instrument was acknowledged before me this Lday of Itujlk...J, 2000 by John Cafaro as Vice President of Nextel South Corp., a
Georgia corporation, d/b/a Nextel Communications, on behalf of the corporation. He is personally known to me or has produced
as identification.
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t ~..-&'.$ y ~~"'OO% Print Name (h A t { E cJl f J 1+ ---rh 0-'11 0 i)CrtL..,
E ~ i~ MP\ \9i\ ~.~ My commission expires I
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Site Number: A2EOI5-B
Site Name: City of Winter Springs
. Market: Tampa/Orlando 8/8/00 II: 18 AM / Page 3
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Site No.: FL2073B
Site Name: Gardena
EXHIBIT 1
DESCRIPTION OF LAND
to the Site License dated , 2000, b~ an~ betwee~, APT Tampa/Orlando, Inc., a Delaware corporation
as Licensor, and Nextel South Corp., a Georgia corporation, d/b/a Nextel Communications, as LIcensee.
The Land is described and/or depicted as follows:
lUSC P""a:l IS' IIlCRUS/['atCSs (ASCWO/l
llCAl DUcAIP~ UCAl, OUCJUPf1OH
AU 1MAr f1IACf (If\ P",",co. cr lAlIO l~G III $(CnOH ".. 10...',p JO AU 1M'" f1IACt M "MCQ cr' UNO lYING IN S(cnQff Jt, TOMlS.,,. J
soun.. IlAlle( JO un, S("lIfOl.( COUIffY.nClAlOA" eoNC: A PMnOH soun.. ''''He( JO (AST. S("lHC1.l COU'HY, n~UOA" Il(1NG A PMIKH
cr turn-(U 'AAtl ACCMOlNG to n.( 'UT M"tOf' AI MCOW{D 1M Of lUmu:U ..NIl( ACCOllOlHe: 10 ni( PU T ni(It(Of' AS Il(CMOtO IN
PlAT tOOl( 11, 'Ae( 4-4, crT10Al ll(COROS or SCWINOll COUNTY, 'lAl 800Il U, 'AC( 4-4, crT1CtAl. MCMOS or S(VINOl.( CQUHfY,
nOlllOA" NfO IOIIG "OM PMnClUllu Dua..em AS rClU..OWS: n~tOA" AHO lONe: "01\( PAlIn~lItlY OtsalIlIm AS rcu.ows.:
COUWOfOIIG At 1H(, N~MIlUt ~(It or SAIO wmu "MI(: COlIVOlOIIC At 1H( ItOIltlifl{S1 CORNe. or SAIO WTmCl PNIt(;
1HOtc( SOUnf '1I'!.8 ,a fl{U A DlSUHC( or t51,OO ruf to A f'OlNI: 1Hl:Nct soun. 1I"$t"o. fl{St A DlS'ANt( orlS7 00 rul TO A I'OIIT:
noa SOUnt 11",'SO. (ASI A DI~t~ or U,OQ rUI to nt( "OINI lHCHC( tOUnt 7111"SO. UST A OlllANC{ 01' 44.00 rtn '0 nit ,~,
Of 1(0tI1I1NQ; f1tOfc( lI~ni """0 lAS' A OlSfAHC( cr SO.oo rtu or ICtlHNIHG; ni[HC( CONnHU( SOUnt 71""50. [ASt A IlfSTAIfC(
'0 A 'OIN': tliOfC( SClUn. '!'Ot:SO. us, A 0l1'AHC( or 50,00 rto To or tS,U fin 10 A 'OIH': 1HtHC( SQJI)4 21""4'. tl(:U A OlnNfCt. C
A '01111: n40Ict soun. ""SG'D lIICSl A IlfnAJ4C( cr so.oo ru, TO A '7'I,1t flU 10 A "OIN': 1HtHC( SQJrn ,.'S.'IO. lIl(Sf AOISlAIIC(OI'
"OlHT: lHtNC( II~," 11111'50' tl(:S1 A OlS'AHC( Of' koo ru, 10 n.( 'SUI fin TO A 'OINt ON IHt HClAIHtASl(lllY IIlOiT-cr-WAY lH: or
Po.fl or kClNNlIIC, STAt( 1l0AD H.. 4.)4: flOC( 17.'0 rul AlONe SNO IIlClHT-or-WAY II
AlONG lHt NIt 01' A C\M~, COI4CA~ '0 nt( HClAni, HA'<IlNC A llQ.1A
CON'~C 1.500 SOUM( rtu 011 0.OS7 ACIl1:S "0Fa: c-. uss.. Alleu: or 00"0""'., A "ADlUS or JUJt,74 ral, A OlClAo !IUIIINC or
HOIlfW J7~'.JS. lIIIU', ANO A OtOAO or ".to flU '0 A. POlH': flitNe
NOll'" """'0. (AS', DCP.....n.to SAlO IllCl-il-or-WAY u..c, A
DlS'AHC( or 142.17 fin TO A 'OINT: 1Ht1lC( MClAfli 2111"4'. US, A
OISfAHa: cr 17.... fin 10 !lit "OIN' or IICClNHtNG,
IS' UfUlY USOI(HT .A.
UCAt. DtSOWpnON CONTAINING t,lH SOU""C rat OIl D,oU Aal( "OM OIl LLSs..
AU rnA I f1I ACT ('l P AAC(l or IN<<) l WfC II S( C 'I1<lH 31, 1O'tIlN SHIP JO
SOU,"- IIAHO( JO (AST. SOIlNOll COUtIfY. rtOflfOA" lONe A pOItnOH
or lumo..a. ,.- A~OlHe: to tH( PlAT KIl(er AS lIl(CMOf:D IN 1$' unuTY (AS{'V(HT ...
"'-At lOOK ", 'AC( 4-4, aTlOAl MCOItO$ or SOIlHOl( OOUNTY, UCAI.. OU"'lPnOH
. -.. F\MlOA. NfO ICING A IS rool MO( UllUfY (A5(WOU l WIG 7.S rtU
un AHO IIIC1-iT or IHt 'OUOQllHC llUOllt(D (Df1tJllUN(: .-u. I)4AT l'llACl M "",",co. or lAND l "'He III S(Cf1OH J4l, 10~SU'p 10
SOU,", IINfC( JO [AS" S(WlHOlL COUNrY; F\ClAtOA" lONG A P~llOH
CCl&N(HQHC At nt( NMnn.t11 CCl.tHU or SAtO lUTTIt(l '''1Il<; or lUtl'llD.l ,NIt< ACCQIIIOlHG '0 niC PlAT lHtlt(OI' AS lIl(CMOlO ",.
'niOfct SOlIn. 1I"$t"o. fl{Sf A OIUAHa: or '57.DO rUT 10 A 'OINt: I'Ut lOOK U, PAC( 44, ornaAl. II(CQlIIOS or SO"He<< C'OlJ"fY,
,"Oft( SOUnt "111':10. (ASt A OfStNfa: or 31,44 FlU to tH( 1"'0111' nClAtOA" AHO KING A " root fl!O( UllUl'Y (AS(\l(Ht lllHG uo raT
or'lItCll4MlHQ n,0fC( SOUnt Jt"I'... W A .DlSTAHCC or 17.,91 no lD'l AHO 'UOtt or '"( . ra..t..OWlIG DCSOUlIOJ C(Ht(ItUH(:
10 APGHt: tH[~ soon. 1I'S1"O. ,. A DIstANt( or ''',Sf rtn to
A '(JItfl lWlO 150 rul NQIIIIHtASIt'IIlY Of' lHt NMfWu.slUll..... COUll(HCHC At. tHC HQlIIniWCSl CORtfCIl. or SAIO'W'""'fl "Mt(;
IllCl-i'-or-WAY u...t 01' 111.1( "OAD H.. 4J4: lH(Na: "J..' 'a:1, AlONC noC( Sourn '."M'IO' WCSt A DISTANt( or 1S7oo fill TO A POlHl:
1H( AIlC or A CUll't( l\'lNO 7.50 rut HOlUliUS1u.t.\, or AHa 'A"AlUl. ntOfC( SOU," 11111':10. (ASt A IlfStAHC( cr Sl'.IIJ rut to 1lfC 1'0000I
"'1M SA<<) IItICl-il-OI'-WA't' lINt, SAI) CUll't( ItCIIlO CONCAY( 10 fH( Of It(QNNINC; 1MOfC( soun. on 7.... (ASt A DISlANa: or "0.00
SOUftf'fltIf, HA'<IlNG A DO. tA AHCU: or 00'5'JJ., Ii II~us Of "4U,24 ru, '0 tH[ POINt or ltll:W4Anotf.
"n, Ii 0t0I'I0. IICMIIC cr SClUnt Jl1I2'1I. lASI, NfO A CtiORo or
"',11 n:n 10 n<< POlII' or m"'INA ftOH.
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and otherwise known as 1126 East S.R, 434. Winter Springs. FL 32708
A.P,N. or P.I,N. or Real Property Tax LD. #:
Site Number: AlEO 15.B
Site Name: City of Winter Springs
Marlret Tampa/Orlando
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Market: Central ,
Site No,: FL2073B
Site Name: Gardena
EXHIBIT 2
DESCRIPTION OF PREMISES
to the Site License dated ,2000, by and between, APT Tampa/Orlando, Inc., a Delaware corporation
as Licensor, and Nextel South Corp., a Georgia corporation, d/b/a Nextel Communications, as Licensee.
The Premises are described and/or depicted as follows:
Plans and Specifications (consisting of2 pages) are attached hereto.
Notes:
I. This Exhibit may be replaced by a land survey of the Premises once it is received by Licensee.
2. Setback of the Premises from the Land's boundaries shall be the distance required by the applicable governmental
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3. Width of access road shall be the width required by the applicable governmental authorities, including police and fire
departments.
4. The type, number and mounting positions and locations of antennas and transmission lines are illustrative only. Actual
types, numbers, mounting positions may vary from what is shown above, subject to Licensor's approval as provided in
Paragraph 5(b) of the License.
5. This Exhibit is to include any plans for routing lines, utility wires, etc. on or across the Property.
Site Number: A2E015-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 11: 18 AM / Page 5
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SCALE: AS NOTED
/ DATE: 11/15/99
/ , HERCBY comrr 1MT T>/( srrr PIN< R!:PR!SCH/fD ON THIS "'" JOB NUMBER: 99-573
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MICHAEl. /(. LEAHY SHEET
FlOllllM lICO/SFD PI!OFCSSIOI/AL A 3
fNiIHEEJI NO. 45287 _
PflOF'ESSIONAL ~ ., IW'f'E11 NO. ~
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Market: Central
Site No.: FU073B
Site Name: Gardena
EXHIBIT 3
MEMORANDUM OF AGREEMENT
to the Site License dated , 2000, by and between, APT Tampa/Orlando, Inc., a Delaware corporation
as Licensor, and Nextel South Corp., a Georgia corporation, d/b/a Nextel Communications, as Licensee.
This Memorandum of Agreement is entered into on this _ day of , 2000, by and between, APT
Tampa/Orlando, Inc., a Delaware corporation, with an office at Suite 400, 3111 W. Dr. Martin Luther King Blvd., Tampa, FL 33607-620 I
(hereinafter referred to as "Licensor") and Nextel South Corp., a Georgia corporation, d/b/a NexteJ Communications, with an office at 851 Trafalgar
Court, Suite 300E, Maitland, FL 32751 (hereinafter referred to as "Licensee").
1. Licensor and Licensee entered into a Site License Agreement ("Agreement") on the day of
, 2000, for the purpose of installing, operating and maintaining a radio communications facility and other
improvements. All of the foregoing are set forth in the Agreement.
2. The term of the Agreement is for five (5) years commencing on , 2000 and ending on
, with four (4) successive five (5) year options to renew. If all options to renew are exercised, the
term of this Agreement will expire twenty-five (25) years after the Commencement Date (as defined in the Agreement).
3. The Land which is the subject of the Agreement is located in Seminole County and described in Exhibit 1 annexed
hereto, That portion of the Land being licensed to Licensee ("Premises") is described in Exhibit 2 annexed hereto,
IN WITNESS WHEREOF, the parties have executed this Memorimdum of Agreement as of the day and year first above written,
LICENSOR LICENSEE
[EXHIBIT ONL Y - NOT EXECUTION COPY] [EXHIBIT ONL Y - NOT EXECUTION COPY]
APT Tampa/Orlando, Inc., a Delaware corporation Nextel South Corp., a Georgia corporation, d/b/a
NexteJ Communications
By: By:
Name: Name: John Cafaro
Title: Title: Vice President
Witnesses: Witnesses:
Printed Name: Printed Name:
Printed Name: Printed Name:
----. -~----_._- ........-. .-.--, .. ,---'...._- .......---..-.--.---...--- . ...-..-.... ......-............ ...__,.._____u___._ _.._-~ -. ... .~...__ ..'.___n ....M._____._____.. .._._,.......__... ___,_...~.. . n__.......~_....
Site Number: A2EOI5-B
Site Name: City of Winter Springs
Market Tampa/Orlando 8/8/00 11: 18 AM / Page 6
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Market: Central
Site No.: FL2073B
Site Name: Gardena
STATE OF )
) ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this _ day of , 2000 by as
of APT Tampa/Orlando, Inc., a Delaware corporation, on behalf of the corporation. He is
personalIy known to me or has produced as identification.
Notary Public
Print Name
My commission expires
(Use this space for notary stamp/seal)
STATE OF GEORGIA )
) ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this _day of ,2000 by John Cafaro as Vice President of Nextel South Corp., a
Georgia corporation, d/b/a Nextel Communications, on behalf of the corporation. He is personally known to me or has produced
as identification.
Notary Public
Print Name
My commission expires
(Use this space for notary stamp/seal)
.._.____h..__._~ _. ....._....._._..._..._._...._ .__ ._.. -..-...". "_.._...._~ -... .... . --. -- -...-... _.."h......_........ ..u........_.
Site Number: A2EOI5-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 II :18 AM / Page 7
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Market: Central
Site No.: FL2073B
Site Name: Gardena
EXHIBIT 4
PRIME LEASE
to the Site License dated , 2000, by and between, APT Tampa/Orlando, Inc" a Delaware corporation
as Licensor, and Nextel South Corp., a Georgia corporation, d/b/a Nextel Conununications, as Licensee.
The Prime Lease (consisting of 17 pages) is attached hereto.
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Site Number: A2EOI5-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 II :18 AM / Page 8
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SITE 10: A-2-E-015-B
SITE NAME: City of Winter Springs
SITE AGREEMENT FOR LAND
This Site Agreement For land ("Agreement") entered into as of the \t"" day of Dec.€.>>\b<?JZ., 1997, by
and between City of Winter Springs, a Florida incorporated municipality ("Owner"), whose address is 1126 East
S,R. 434, Winter Springs, Florida 32708, and APT Tampa/Orlando, Inc" a Delaware corporation, whose address
is 8410 W. Bryn Mawr, Suite 1100, Chicago, IL 60631-3486 ("APT'), provides for the granting and leasing of
certain property interests on the following terms:
For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged and
agreed, the parties hereto agree as follows:
1, PROPERTY. The property interests hereby leased and granted by Owner (individually and collectively.
the "Project Site") shall include the following:
[X] Real property comprised of approximately 1. Soo square feet of land ("Premises");
[X] Non-exclusive easements required to run, maintain and operate utility lines and cables on and to
the Premises; arid .
[X] Non-exclusive easement across Owners Property (hereinafter defined) for access. ingress and
egress to the Premises
IN OR UPON THE Owner's real property ("the Owner's Property"), located at 1126 East S. R. 434, Winter
Springs. in the County of Seminole, and legally described on Exhibit "A" attached hereto, which Owner's Property
is subject to APTs interest in the Project Site as set forth in this Agreement The Project Site is depicted and
legally described on said Exhibit "8", attached hereto, All improvements made to the Project Site pursuant to this
Agreement shall be known hereafter as the "APT Facilities".
2, NO FRANCHISE GRANTED. This Agreement is not a franchise pursuant to city charter or ordinance or
state statute. nor is it a permit to use the right-of-way under the control of the Owner, except to the extent of any
easements granted hereunder. Any such franchise or permit must be obtained separate from Owner.
3. TERM. The term of this Agreement shall be Five (5) and a fraction years, with the first year commencing
on the day of , 199_, and shall be subject to the necessary approvals by the City of Winter
Springs and Seminole County, FL of all zoning, building permits and any other necessary approvals for the
construction of the APT Facilities (the "Commencement Date") and terminating on the ___ day of ,
2002 (the "Initial Term"). unless otherwise terminated as provided in Paragraph 9, APT shall have the right to
extend the term of this Agreement for Four (4) successive five (5) year periods (the "Renewal Terms") on the
same terms and conditions as set forth herein. This Agreement shall automatically be extended for each
successive Renewal Term on such same terms and conditions, unless APT notifies Owner in writing of its
intention not to renew prior to commencement of the succeeding Renewal Term, or Owner notifies APT that it is in
violation of this Agreement, state law, federal law or local ordinances, and APT fails to cure said violation in
accordance with this Agreement.
4. RENT.
A- Far the Initial Term, APT shall pay to Owner annual rent in the amount of Twelve Thousand and
00/100 Dollars ($12,000,00) ("Rent") in quarterly payments of Three Thousand and 00/100 Dollars ($3,000,00) on
the first day of January, April, July and October, together with any applicable sales tax, If the obligation to. pay
. Bent commences .0Lends_ona_day other-than.the first dayof-thequarter,-then . Rent-shall-ee.prorilted.-on-the-basis
of a ninety (90) day quarter and shall be delivered within 20 b~s!~oss caY5:.frcm the Commencement Date.
... .. ..---... -.-.
B. For any Renewal Term, APT shall pay Rent in the amount of Rent to be paid during the previous
term (whether the Initial Term or a Renewal Term), increased by an amount equal to a percentage of the Rent to
be paid during such previous term, which percentage increase shall be computed and established for the entire
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SITE NAME: City of Winter Springs
current Renewal Term at the beginning of each such Renewal Term by multiplying the number of years in the
previous term (whether the Initial Term or Renewal Term) times three percent (3%),
C. Rent shall be. paid electronically via electronic wire transfer, direct deposit or other paperless
means into a bank account to be designated by Owner, Owner may from time to time, designate another bank
account for the deposit of Rent provided the request is made in writing and received by APT at least sixty (60)
days in advance of any R~nt payment date.
0, (i) The APT Facilities shall be constructed with a one hundred sixty five (165') foot slip' hole
monopole (the "Tower") designed with spaces to collocate the antennas of three (3) commercial mobile radio
services rCMRS") operators, APT shall have the exclusive use of one space on the Tower at approximately one
hundred sixty four feet (164') (the "APT Space"), The Owner shall have the use of the second space (from the
top) on the Tower (the "Owner's Space"), In the event that the Owner decides not to occupy or use the Owner's
Space itself or for a public purpose but instead to permit any other user (whether CMSR or not) to' be collocated In
the Owner's Space, the rent from said user shall be shared equally between APT and the Owner. In addition, APT
and the Owner shall share equally in the rent produced from all third party collocaters on the Tower whether
CMSR or not. APT shall be entitled to all Attachment Fees, hereinafter defined, received from any third party
collocator. Attachment Fees are defined as capital reimbursement for costs incurred by APT in connection with
the leasing of the Project Site and the construction of the Tower on the Project Site. The Owner- is exempt from
any Attachment Fees,
(ii) APT shall cooperate with Owner and each collocator rOther Provider") in connection with their
locating and placing their antennas and other facilities on the Tower and in the ancillary support facilities, If the
location and placement of the antennas and other facilities can not be agreed upon, APT shall perform such
technical studies as may be necessary to determine the location,
(iii) Each new Other Provider shall be solely responsible for the cost of locating and placing their
equipment onto the tower and into ancillary support buildings, The Other Providers shall also be responsible for
any liabilities that arise from the Other Provider's use of the Tower, APT shall be responsible for securing from
such Other Providers sufficient insurance for activities and uses of the Project Site by such Other Providers and
further shall indemnify Owner pursuant to Section 10 of this Agreement for activities of Other Providers,
(iv) Within three days after receipt, APT shall notify Owner in writing of all sublease or assignment
requests or proposals which APT receives for use of the Tower,
5, USE. The Project Site may be used for the purpose of installing, removing, replacing, maintaining and
operating a communications facility generally in, under, on and above the Project Site as shown on Exhibit "8",
subject to such modifications and alterations as required by APT (collectively, the "Communications Facility",
which Communications Facility, without limitation, shall constitute a portion of the APT Facilities), provided that
APT shall not be required to occupy the Project Site, APT agrees to comply with the provisions of City of Winter
Springs ordinance 678, as codified and as subsequently amended. Owner shall provide APT with twenty-four (24)
hour, seven (7) day a week, year-around access to the Project Site. APT shall pay all personal property taxes
assessed against the APT Facilities. Owner shall timely pay all real property taxes and assessments, if any,
against the Owner's Property. APT shall not allow any construction or materialmen's liens to be placed on the
Project Site or Owner's Property as a result of its work on the Project Site. Owner shall be entitled to all Rents due
under this Agreement on a net basis. Owner shall not be required to make expenditures of any kind in connection
with this Agreement or to make any repair or improvement to the Project Site or the Premises. In addition, APT
shall pay to the third parties entitled thereto, all taxes, assessments, insurance premiums, maintenance charges,
""co's{s'andexpe'ns'es- againsfthePremiseswhlch'may' becont~mpiat~a'un~er'a-ny 'prov'iSions'C)(this-Ag'ieement. -
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APT, its agents and contractors, are hereby granted the right, at APT's sole cost and expense, to enter
upon the Owner's Property and conduct such studies as APT deems necessary to determine the Project Site's
suitability for APT's intended use, These studies may include surveys, soil tests, environmental evaluations, radio
wave propagation measurements, field strength tests and such other analyses and studies as APT deems
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necessary or desirable. Owner shall cooperate with APT and execute all documents required to permit APrs
intended use of the Project Site in compliance with zoning, land use, building and any other applicable regulations,
whether local, state or federal in nature. Owner hereby appoints APT as its agent and attorney-in-fact for the
limited purpose of making such filings and taking such actions as are necessary to obtain any desired zoning, land
use approvals, building permits and/or any other applicable.permits and approvals, APT shalf at its expense,
comply with all present and future federal, state, and local laws, ordinances, rules and regulations (including laws
and ordinances relating to health, safety, radio frequency emissions, and radiation) in connection with the use,
operation, maintenance, construction and/or installation of the Premises, APT shalf pay, as they come due and
payable, all fees, charges, taxes and expenses required for licenses and/or permits required for or occasioned by
APT's use of the Premises,
6. APT IMPROVEMENTS. A. (i) Prior to commencement of construction, APT shall submit
plans and specifications for all improvements to Owner for Owner's written approval, such approval not to be
unreasonably withheld. No improvement, construction, installation or alteration shall be commenced until plans for
such work have been approved by the Owner and all necessary permits have been properly issued,
(ii) Such plans shall include: Fully dimensioned site plans that are drawn to scale and show
(a) the proposed location of the antennas, equipment shelter, access and utility easements, driveway and parking
areas, (b) the proposed locations changes in the landscape, (c) the proposed type and height of fencing, (d) the
proposed color of all structures, including fencing, (e) the proposed type of construction material for all structures,
including fencing, and any other details that Owner may reasonably request.
(iii) Prior to commencing construction, APT shall also provide Owner with the name of the
contractor that will be constructing the improvements, The contractor is subject to the prior written approval of
Owner, such approval not to be unreasonably withheld. All improvements shall be constructed in a workmanlike
manner without the attachment of any liens to the Premises and shall be completed in compliance with all
applicable laws, rules, ordinances and regulations,
B, (i) The Tower shall remain the property of APT and APT shall at Owner's request remove the
Tower upon termination of the Agreement. Such removal shall be done in a workmanlike and careful manner and
without interference or damages to any other equipment, structures or operations on the Owner's Property,
including use of the Owner's Property by Owner or any of Owner's assignees or lessees. If however, APT
requests permission not to remove all or a portion of the improvements, and Owner consents to such non-removal,
title to the affected improvements shall thereupon transfer to Owner and the same thereafter shall be the sole and
entire property of Owner, and APT shall be relieved of its duty to remove the same. Any personal equipment or .
other improvements which are not removed within thirty (30) days of termination of this Agreement shall become
the property of Owner, at Owner's option.
i
(ii) Upon removal of the improvements (or portions thereof) as provided above, APT shall restore
the affected area of the Premises to the reasonable satisfaction of Owner, All costs and expenses for the removal
and restoration to be performed by APT pursuant to this section 8 shall be borne by APT, and APT shall hold
Owner harmless form any portion thereof, Notwithstanding the foregoing, APT shall not be required to remove
any foundation more than five (5) feet below grade level, unless required by federal or state law, or by a city
ordinance or resolution that determines a need for removal of the foundation, in which case, APT will remove the
entire foundation, APT shall provide Owner with a performance bond in the amount of $50,000 for the first year of
the initial term, increasing by 3% each year during the initial Term and each Renewal Term of this Agreement, to
ensure Owner that APT will comply with the provisions of this Section 68(ii) regarding removal.
. ............-... "'_.__~..h' " ...__.... .. ..__ .~.._ .. -...... .. ". ~_. . .. ,. h_'__ ... ...-. .-
7. UTlUTIES. Payment for electric service and for .telephon~ 9{ 9.ther communication services to the APT
Facilities shall be APrs responsibility. Owner agrees to cooperate with APT in its efforts to connect the APT
Facilities to existing utility service at APTs expense,
8. CONDIT/ON OF PROPERtY. Owner represents that the Owner's Property and all improvements thereto,
are in compliance with all building, life/safety, and other laws, ordinances, rules and regulations of any
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governmental or quasi-government authority. APT shall be responsible for conducting due diligence regarding the
condition of the Property,
9, TERMINA TlON. This Agreement may be terminated by APT at any time, in its sole discretion, by giving
written notice thereof to Owner not less than 30 days prior to.the Commencement Date, Further, this Agreement may
be terminated by APT immediately, at any time, upon giving written notice to Owner, if: (a) APT cannot obtain all
governmental certificates, permits, licenses or other approvals (collectively, "Approval") required and/or any
easements required from any third party within six (6) months of the Commencement Date; or (b) Owner fails to
deliver any non-disturbance agreement or subordination agreement required by APT; or (c) Owner breaches a
representation or warranty contained in this Agreement; or (d) Owner fails to have proper ownership of the Owner's
Property and/or the Project Site and/or authority to enter into this Agreemen~ or (e) during the Initial Term, APT
determines that the Owner's Property contains substances of the type described in Section11 of this Agreement or (f)
during any Renewal Term, APT determines that the Project Site is not appropriate for its operations for economic,
environmental or technological reasons Such termination shall not constitute a waiver of APT's rights under
Paragraph 14 of this Agreement, prior to said termination,
10, INDEMNITY AND INSURANCE.
A. Disclaimer of liability. Unless resulting from Owner, Owner's agents, employees, or contractors
negligence or intentional misconduct, Owner shall not at any time be liable for' injury or damage occurring to any
person or property arising out of APT's construction, maintenance, repair, use, operation, condition or dismantling
of the Premises,
B, Indemnification. Unless resulting from the negligence or intentional misconduct of the
Mlndemnitees" (as hereinafter defined), APT shall at its sole cost and expense, indemnify and hold harmless
Owner and all associated, affiliated, allied and subsidiary entities of Owner, now existing or hereinafter created,
and their respective officers, boards, commissions, employees, agents, attorneys, and contractors (hereinafter
referred to as Mlndemnitees") from and against:
(i) Any and all liability, obligation, damages, penalties, claims, liens, costs, charges, losses
and expenses (including without limitation, reasonable fees and expenses of attorneys, expert witnesses and
consultants), which may be imposed upon, incurred by or be asserted against the Indemnitees by reason of any
act or omission of APT, its personnel,. employees, agents or contractors, resulting in bodily injury, sickness,
disease or death to any person or damage to, loss of or destruction of tangible property which may arise out of or
be in any way connected with the construction, installation, operation, maintenance, use or condition of the
Premises or the Tenant's failure to comply with any federal, state or local statute, ordinance or regulation.
. (ii) Any and all liabilities, obligations, damages, penalties, claims, liens, costs, charges,
losses and expenses (including without limitation, reasonable fees and expenses of attorneys, expert witnesses
and consultants), which are imposed upon, incurred by or asserted against the Indemnitees by reason of any
claim or lien arising out of work, labor, matenals or supplies proVided or: supplied to APT, or its contractors, for the
installation, construction, operation, maintenance or use of the Premises,
(iii) Any and all liability, obligation, damages, penalties, claims, liens, costs, charges, loss~s
and expenses (including, without limitation, reasonable fees and expenses of attorneys, expert witnesses and
consultants), which may be imposed upon, incurred by or be asserted against the Indemnitees by reason of any
financing or securities offering by APT of its affiliates for violations of the common law or any laws, statutes, or
JegyJ~.tions of. the State.-oLElorida or United States, -ineluding . those' of.. thefederal-Securities-'-ancf Exch-ahge
Commission, whether by APT or otherwise. .. .. -. . ..... ~.
(iv) To the extent permitted by law and subject to the statutory limits. set forth in Section
768.28, Florida Statutes, Owner shall, at its sole cost and expense, indemnify and hold harmless APT, its officers,
personnel, employees, agents, affiliates and contractors from and against any and all claims, liabilities, obligations,
damages, penalties, liens, costs, charges, losses and expenses (including without limitation reasonable fees and
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expenses of attorneys, expert witnesses and consultants) resulting out of Owner's ownership, use, maintenance
or management of Owner's Property including the Premises, any act or omission of Indemnitees or breach of this
Agreement by Indemnitees, This indemnity shall not apply to any negligent or intentional act of APT or its
personnel, employees, agents, or contractors,
C. Assumption of the Risk. APT undertakes and assumes for its officers, agents, affiliates,
contractors and employees (collectively "APr solely for purposes of this section), all risk of dangerous conditions,
if any, on or about the Premises, and APT hereby agrees to indemnify and hold harmless the Indemnitees against
and from any claim asserted or liability imposed upon the Indemnitees for bodily injury or property damage to any
person (other than from Indemnitees negligence) arising out of APrs installation, operation, maintenance,
condition or use of the Premises or APrs failure to comply with any federal, state or local statute, ordinance or
regulation.
D. Defense of Indemnitees. In the event any action or proceeding shall be brought against the
Indemnitees by reason of any matter for which the Indemnitees are indemnified hereunder, APT shall, upon notice
from any of the Indemnitees, at APrs sole cost and expense, resist and defend the Indemnitees; provided,
however, that APT shall not admit liability in any such matter on behalf of the Indemnitees and Indemnitees shall
not admit liability for, or enter into any compromise or settlement of, any claim for which they are indemnified
.hereunder, without the prior written consent of APT.
E. Notice, Cooperation and Expenses, Owner shall give APT prompt notice of the making of any
claim or the commencement of any action, suit or other proceeding covered by the provisions of this paragraph,
Nothing herein shall be deemed to prevent Owner from cooperating with APT and participating in the defense of
any litigation by Owner's own counsel. APT shall pay all reasonable expenses incurred by Owner in response to
any such actions, suits or proceedings. These reasonable expenses shall include out-of-pocket expenses such as
reasonable attorneys fees and shall also include the reasonable value of any services rendered by the Owner's
attorney, and the reasonable expenses of Owner's agent, employees or expert witnesses, and disbursements and
liabilities assumed by Owner in connection with such suits, actions, or proceedings but shall not include attorneys'
fees for services that are unnecessarily duplicative of services provided Owner by APT.
F. Insurance. During the term of this Agreement, APT shall maintain, or cause to be maintained, in
full force and effect and at its sole cost and expense, the following types and limits of insurance:
(i) APT shall maintain commercial general liability insurance insuring APT against liability for
bodily injury, death or damage to property arising out of the use of the Project Site by APT, with combined single
limits of Three Million and NO/100 Dollars ($3,000,000), Any policy required to be obtained by APT pursuant to
this paragraph shall contain a waiver of subrogation in favor of the party hereto, to the extent required under the
indemnity sections of this paragraph,
(ii) Worker's compensation insurance meeting applicable statutory requirements and
employer's liability insurance with limits of One Hundred Thousand and NO/Dollars ($100,000) for each accident
(Hi) Automobile liability insurance covering all owned, hired and non owned vehicles in use by
APT, its employees and agents, which complies with the provisions of state law with limits of One Million and
NO/100 Dollars ($1,000,000) as the combined single limit for each occurrence for bodily injury and property
damage,
(iv) At the start of-and.<furingtheperiod.of-any.eonstr-uetionibuilders.allrisk insurance, or an
installation floater or equivalent property coveragG co",eriilg .c<::blcG, materials, machinery and supplies of any
nature whatsoever which are to be used in or incidental to the installation of"tfiEfTowe( .Upon completion of the
Tower, APT shall substitute for the foregoing insurance policies of fire, extended coverage and vandalism and
malicious mischief insurance on the Premises. The amount of insurance at all times shall be representative of the
insurable values installed or constructed.
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(v) All policies other than those for Worker's Compensation shall be written on an occurrence
and not on a claims made basis.
(vi) The coverage amounts set forth above may be met by a combination of underlying and
umbrella policies so long as in combination the limits equal or exceed those stated,
G, Named Insureds, All policies, except for property/builder's risk and worker's compensation
policies, shall name Owner and their respective officers, boards, commissions, employees, agents and
contractors, as their respective interests may appear, as additional insureds to the extent required to indemnify
under this Agreement (herein referred to as "Additional Insureds"), Each policy which is to be endorsed to add
Additional Insureds hereunder, shall contain separation of insureds wording, as follows:
"In the event of a claim being made hereunder by one insured for which another
insured is or may be liable, then this policy shall cover such insured against
whom a claim 'Is or may be made in the same manner as if separate policies had
been issued to each insured hereunder."
H, Evidence of Insurance, Certificates of insurance for each insurance policy required to be
obtained by APT in compliance with this paragraph shall be filed and maintained with Owner annually during the
term of the Lease, APT shall immediately advise Owner of any claim or litigation that may result in liability to
Owner,
I. Cancellation of Policies of Insurance. All insurance policies maintained pursuant to this
Agreement shall comply with the following:
At least sixty (60) days prior written notice shall be given to Owner by the insured
of any intention not to renew such policy or to cancel such policy, Such notice
. shall be given by registered mail to the parties named in' this paragraph of the
Agreement
J. Insurance Companies, All insurance shall be effected under valid and enforceable policies,
insured by insurers licensed to do business by the State of Florida or surplus line carriers on the State of Florida
Insurance Commissioner's approved list of companies qualified to do business in the State of Florida.
K, Deductibles, All insurance policies may be written with deductibles, APT agrees to indemnify
and save harmless Owner, the Indemnitees and Additional Insureds from and against the payment of any
deductible and from the payment of any premium on any insurance policy required to be furnished by this
Agreement
L Contractors, APT shall require that each and every one of its contractors who perform work on
the Premises to carry, in full force and effect, workers' compensation, commercial general liability and automobile
liability insurance coverages of the type which APT is required to obtain under the terms of this paragraph with
appropriate limits of insurance.
M, Review of Limits. If Owner determines and APT agrees that higher limits of coverage are
necessary to protect the interests of Owner or the Additional Insureds, APT shall be notified and shall obtain the
additional limits of insurance, at its sole cost and expense,
. -..-.. .
11. HAZARDOUS SUBSTANCES. . .... . ~. ,- ..
A. Owner represents that Owner has no knowledge of any substance, chemical, or waste on the
Owner's Property that is identified as hazardous, toxic or dangerous in any applicable federal. state or local law,
ordinance, rule or regulation ("Hazardous Substances"). Hazardous Substances shall be interpreted broadly to
mean any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material,
R\ORLANDO\A-2-E-015\015-b\site agreement 12-3-97.final.doc 12/10/97 3:45 pr...l 6
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SITE 10: A-2-E-Q15-B
SITE NAME: City of Winter Springs
hazardous or toxic or radioactive substance, or other similar term by any federal, state or local environmental law,
regulations or rules, as may be amended from time to time; and it shall be interpreted to include, but not be limited
to, any substance which after release into the environment will or may reasonably be anticipated to cause
sickness, death or disease.
B, APT represents and warrants that its use of the Premises herein will not generate any Hazardous
Substance, and it will not store or'dispose on the Premises not transport to or over the Premises any Hazardous
Substances other than those used in APTs normal business operations, if any, APT further agrees to hold Owner
harmless from and indemnify Owner against any release caused by APT of any such Hazardous Substance and
any damage, loss, or expense or liability resulting from APT's release, including all reasonable attorneys' fees,
costs and penalties incurred as a result thereof, except any release caused by the negligence or intentional acts of
Owner, its employees or agents or contractors. Owner shall hold APT harmless from and indemnify APT against
any damage, loss, expense, response costs, or liability, including consultants'. fees and any legal and court costs
and attorneys' fees resulting from the presence of Hazardous Substances on, under or around the Owner's
Property or resulting from Hazardous Substances on, under or around the Owner's Property or resulting from
Hazardous Substances being generated, stored, disposed of, or transported to, on, under, or around the Owner's
Property by Owner, as long as the Hazardous Substances were not generated, stored, disposed of, or transported
by APT or its employees, agents or contractors, The terms of this paragraph shall survive the expiration or earlier
termhiation of this Agreement.
12. DAMAGE OR DESTRUCTION.
A If the Tower or any portion of the Tower is destroyed or damaged so as to materially hinder effective
use of the Tower through no fault or negligence of APT, APT may elect to terminate this Agreement upon thirty (30)
days written notice to Owner, In such event, APT shall promptly remove the Tower from the Premises. This
Agreement (and APT's obligation to pay Rent) shall terminate upon APT's fulfillment of the obligations set forth in the
preceding sentence, at which termination APT shall be entitled to the reimbursement of any Rent prepaid by APT.
Owner shall have no obligation to repair any damage to any portion of the Premises.
B, In the event the Premises are taken by eminent domain, this Agreement shall terminate as of the
date title to the Premises vests in the condemning authority. In the event a portion of the Premises is taken by
eminent domain so as to materially hinder effective use of the Premises by APT, either party shall have the right to
terminate this Agreement as of the date of transfer of title, by giving thirty (30) days written notice to the other party.
In the event of any taking under the power of eminent domain, APT shall not be entitled to Clny of the portion of the
award paid for the taking and the Owner shall receive full amount of such award, APT hereby expressly waives any
right or claim to any portion thereof. Although all damages, whether awarded as compensation for diminution in value
of the leasehold or to the fee of the Premises, shall belong to Owner, APT shall have the right to claim and recover
from the condemning authority, but not from Owner, such compensation as may be separately awarded or
recoverable by APT on account of any and all damage to APT's business and any costs or expenses incurred by
APT in moving or removing its equipment, personal property, and leasehold improvements,
13. QUIET ENJOYMENT. APT, upon payment of the Rent, shall peaceably and quietly have, hold and enjoy
the Project Site. If, as of the date of execution of this Agreement or hereafter, there is any mortgage, or other
encumbrance affecting Owner's Property, then Owner agrees to obtain from the holder of such encumbrance a
Subordination, Non-Disturbance and Attornment Agreement pursuant to the terms of which APT shall not be
disturbed in its possession, use and enjoyment of the Project Site. Except in cases of emergency, Owner shall not
have access to the Project Site unless accompanied by APT personnel.
.. .....- ....,
14. DEFAULT AND OWNER'S REMEDIES.. . _. . ..- _.-
..u,~._,..... .. .... ._.......~. _._
It shall be a default if APT defaults in payment or provision of Rent or any other sums to Owner when
due, and does not cure such default within ten (10) days; or if APT defaults in the performance of any other
covenant or condition of this Agreement and does not cure such other default within thirty (30) days after written
R:\ORLANDO\A-2-E-015\015-b\site agreement 12-3-97.final.doc 12/10/97 3:45PM 7
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. SITE 10: A-2-E-G15-B
SITE NAME: City of Winter Springs
notice from Owner specifying the default complained of; or if APT abandons or vacates the Premises, or if APT is
adjudicated as bankrupt or makes any assignment for the benefit of creditors; or if APT becomes insolvent.
In the event of a default, Owner shall have the right, at its option, in addition to and not exclusive of any
other remedy Owner may have by operation of law, without any further demand or notice, to re-enter the Premises
and eject all persons therefrom, and declare this Agreement at an end, in which event APT shall immediately
remove the Tower and pay Owner an sum of money equal to the amount of the unpaid rent accrued through the
date of termination and any other amounts necessary to reasonably compensate Owner for all detriment
proximately caused by APT's failure to perform its obligations under the Agreement.
In the event of any default of this Agreement by APT, Owner may at any time, after notice, cure the default
for the account of and at the expense of APT. If Owner is compelled to payor elects to pay any sum of money or
do any act which will require payment of any sum of money or is compelled to incur any expense, including
reasonable attorneys fees in instituting, prosecuting or defending any action to enforce the Owner's rights under
this Agreement, the sums so paid by Owner with all interest, costs and damages shall be deemed to be Additional
Rent and shall be due from APT to Owner on the first day of that month following Owner incurring the expense
described herein,
15, MISCELLANEOUS.
A. Owner represents and warrants that Owner has full authority to enter into and sign this Agreement
and has good and marketable title to the Owner's Property,
B. APT represents and warrants that it is duly authorized to do business in Florida and that the
undersigned signatory for APT is fully authorized by APT to enter into this Agreement on behalf of APT,
C. This Agreement supersedes all prior discussions, negotiations and agreements between the
parties hereto and contains all agreements and understandings between the Owner and APT regarding the
subject matter of this Agreement. This Agreement may only be amended by a writing signed by both parties,
Exhibits "A" through "C" are hereby incorporated into this Agreement by reference,
O. This Agreement may be signed in counterparts by the parties hereto.
E. The terms and conditions of this Agreement shall extend to and bind the heirs, personal
representatives, successors and assigns of Owner and APT.
F. The prevailing party in any action or proceeding to enforce the terms of this Agreement shall be
ent!t1ed to receive its reasonable attorneys' fees and other reasonable enforcement costs and expenses from the
non-prevailing party,
G. Simultaneously herewith or on or before the Commencement Date, Owner shall execute and
acknowledge and deliver to APT for recording a memorandum of this Agreement ("Memorandum") in the form of
Exhibit "C". Owner hereby grants APT permission to insert the effective date of this Agreement into the
Memorandum after execution of the Memorandum,
H, APT shall not assign this Agreement in whole or in part, or sublet all or any part of the Premises
without the Owner's prior written consent, which consent shall not be unreasonably withheld, Consent by Owner
~o. Cl.nYCls.~jgnm~nt.Qr.SYbl~ttlng_shall noLconstituteawaiv.eroLthe. necessityof..such consent. to .anysubsequent
assignment or subletting. This prohibition a~?'!'1st 2'1Y ,~~"!g!1ment or subletting shall be construed to include a
prohibition against any subletting or assignment by opefdtion"ct.:aw:-'No such assignment or subletting shall
release APT from any of the. obligations arising under this Agreement.
If APT is a corporation or partnership. and if the control thereof changes at any time during the term of the
this Agreement. then Owner at its option may, by giving ten (10) days prior written notice to APT declare such
R:\ORLANDO\A-2-E-015\015.b\sitc agreement 12-3-97.final.doc 12/10/97 3:45 PM 8
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SITE 10: A-2-E-015-B
SITE NAME: City of Winter Springs
change a breach of this paragraph unless Owner has previously approved the new controlling party, As used in
this definition the term .control" means the possession, directly or indirectly, of the pow~r to direct or cause the
direction of the management and policies of APT, whether through ownership of voting securities, by contract or
otherwise.
Any person or entity to which this Agreement is assigned pursuant to the provisions of the Bankruptcy
Code, 11 use section 101, et seq" shall be deemed without further act to have assumed all of the obligations of
APT arising under this Agreement on and after the date of such assignment. Any such assignee shall upon
demand execute and deliver to Owner an instrument confirming such assumption. Any monies or other
considerations payable or otherwise to be delivered in connection with such assignment shall be paid to Owner,
shalf be the exclusive property of Owner, and shall not constitute property of APT or the estate of APT within the
meaning of the Bankruptcy Code. Any monies or other considerations constituting Owner's property under the
preceding sentence not paid or delivered to Owner shall be held in trust for the benefit of Owner and be promptly
paid to Owner.
I, All notices, requests, demands, and other communications hereunder shall be in writing and
shall be deemed given if personally delivered or mailed, certified mail, return receipt requested, to the following
addresses:
If to Owner: City of Winter Springs
City Manager
1126 East S.R. 434
Winter Springs, FL 32708
With a Copy to: City of Winter Springs
City Clerk
1126 East S.R. 434
Winter Springs, FL 32708
If to APT: APT Tampa/Orlando, Inc.
Real Estate Department
PO Box 31793
Chicago, IL 60631-0793
With a Copy to: APT Tampa/Orlando, Inc.
Real Estate Department
6902 Cypress Park Drive
Tampa, FL 33634
J, This Agreement shall be construed in accordance with the laws of the State of Florida, with venue
in Seminole County,
K. Each party agrees to furnish to the other, within ten (10) days after request, such truthful estoppel.
information as the other may reasonably request.
l. Owner and APT each represent that they have not been represented by a real estate broker or
other agent in this transaction, Each party shall indemnify and hold the other party harmless from any claims for
. .commission, . fee or .other .paymentby-such. broker or any. other agent-claiming. to.have. represented a party herein.
.. .. -. ... ..
M. The parties hereto warrant and represent, each to the other, that the. matters of fact contained
herein are true and accurate.
N. If any term of this Agreement is found to be void or invalid, such invalidity shall not affect the
remaining terms of this Agreement, which shall continue in full force and effect.
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SITE NAME: City of Winter Springs
O. SIGNS/GRAFFITI. APT may not place signs on the Tower. APT shall first obtain the Owner's
written consent to design, size and location as to any signs anywhere on the Premises, Owner at any time may
enter the Premises and undertake any activities necessary to abate or remove graffiti located therein, APT shall
reimburse Owner all costs incurred by Owner in connection' with such abatement or removal within thirty (30) days
of Owner's presenting APT with a statement of such costs,
p, MAINTENANCE. APT shall, at its own expense, maintain the Premises and all
improvements, equipment and other personal property on the Premises in good working order, condition and
repair, APT shall keep the Premises free of debris and anything of a dangerous, noxious or offensive nature
which would create a hazard or undue vibration, heat or noise,
Q, RADON GAS: Radon is a naturally occurring radioactive gas that, when it has accumulated in a
building In sufficient quantities, may present health risks to persons who are exposed to it over time, levels of
radon that exceed federal and state guidelines have been found in bUildings in Florida. Additional information
regarding radon and radon testing may be obtained from your county public health unit
J) IN WITNESS WHEREOF, the parties hereto bind themselves to this Agreement on this /~ day of _
~(!e.Al>U/ . 1997,
OWNER
J:~~ . By:
fin Nam~ ~ _ ~ \ Print Name:
Print Title: Y R
2. ~ 0-.-..... ~~ Date: /~ -.t.s:~"
Pri ame: -::r...", ... <1""0 ~ ~
Attest: -
Address of Owner: Print Name: fl1. N S
Print Title: _ c.;"t"y Q.li.e.t::
Telephone No.: "'''1-3Ol-;-'r:o [Corporate ::>ealJ
Facsimile No: ilb'J - 3d ~ 1:1.
Federal 10 No,: S9- /(!;tit"~ ~ V Date: I~ - /$ - f?
.......-.. .-. ., ".,. -.~._..... _.a'
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SITE NAME: City of Winter Springs
APT
Witnesses: ~ APTTA~~
1.~~;f/
By: /~ ~ /Yl'
Pnnt Name: 64aA} L . ~~.tUh It .J Tony ,McDowell .
~~fL Its: Director Engineering and Operations
2. and Authorized Agent
Print Name: I 8. ,1Su{[o..-vL [Corporate Seal]
Address of APT: Id-IY-77
Real Estate Department Date:
American Portable Telecom, Inc.
PO Box 31793
Chicago,lL 60631-0793
With copy to:
APT Tampa/Orlando, Inc,
Real Estate Manager
5907 - B Hampton Oaks Parkway
Tampa, FL 33610
. .. ... -.
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SITE 10: A-2-E-015-B
SITE NAME: City of Winter Springs
EXHIBIT "A" TO SITE AGREEMENT
LEGAL DESCRIPTION OF THE OWNER'S PROPERTY:
,
PARENT TRACT
LEGAL DESCRIPTION
LOTS 1 'THROUGH 25 AND INCLUDING HOOVER STREET, LUTIRELL LANE,
AND 'THE SOU'TH ONE-HALF (Sl/2) or 2ND STREET OF LUTIREU PARK
, ACCORDING TO THE PLAT 'THEREOf AS RECORDED IN PLAT BOOK ", PAGE
44 Of 'THE PUBUC RECORDS or SEMINOlE COUNTY, FLORIDA, BEING A
PORTION or LOT 27. BLOCK 8 or D.R. MITCHEU'S SURVEY Of 'THE LEVY
GRANT AS RECORDED IN PLAT BOOt< 1, PAGE 5 Of THE PUBUC RECORDS or
SEMINOlE COUNTY, FLORIDA, L'I1NG NOR'THEASTERL Y or STAn: ROAD 419
(SANrOOD-OVlEDO ROAD). .
....n.
1/ /s agreed by Owner ~n~ APT 11:=: t!;(; prcpcr c;:.:f.p~cise legal description (or the Owner's Properly will be corrected if lIecessa and that
::8 s~rrec~t~r::' :es;.';!'tlon, may be placed Oft I1,is Exlt/bil "A. and/or "'61I1,;s Exflibil "A" may bo /'O/lt.1<:a<1 10 rof/oel S~/II"O/lOr ;::;<1 'Jlociso
g ssc p n y T umlalers(fy. .
\\Apt-taO-nl1\site\ORLANDO\A_2_E_O 15\015.b\site agreement 12-3-97.final.doc 12/04/97 3:55 PM 12
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SITE NAME: City of Winter Springs
EXHIBIT "B" TO SITE AGREEMENT
Page 1 of 2
SKETCH AND DESCRIPTION OF THE PROJECT SITE:
,
l[AS( P AIlCn 15' ..Cll($SI\"CPl($S (ASOlon
LC CAt. o[~ f'llC>>I UCAt. OUClltPnON
AU ntAf "AC' ~ ~Aftcn or LANO l,...c IH S(CfIOfI Je, 'o~,.,. JO AU tHA' "'AC' M PMen or LAND l YlNC IN !i(cnQff JC, 'O~SJ'P ;
soun4, IIANC( .lO tASt, S("INOU C~l'Y. nMtOA., 10I1e: A "~fIOfI SOUtH, IlAHC( JO (AS" SO'lHt1.l COUNl'Y, nMIOA. 8ClIIC A POIlOQH
0( lUtllt(u "Mil ACaMOINC to tHe "U. tHUtCO( AI MCMOCO IH 0( lUmt(U "Mil AttMOlHC '0 nt( PU r tH(Rtor AS lIl(CMO(O IN
PlA. lOOIl H, "AC( 4-4. QrTlO~ IttCOIlOS or S(IIIHOU COUNty, "u, 800Il ". PAC( 44, orno~ MCMOS or S(IIlNOU COUNl'Y.
nOfltOA. ~ lONG ,,~ "AAncu.AAu OUClMm AI tcuo.rs: nOlltOA., ~ IIONC "OR( I'AIII ntu.Alll Y ClUatIem AS tcuows:
COWIIOfOIIC A' 1H{ HC)RtHwtn CQRt((II or SAIO wmn I'AAtC; COWII()(ONC A' lH( HOlltHYlU, COANOI or SAI> Wm(l PAAt<;
lH(Ha: sou'" te~'IO. wtst A OIS'AHa: fI' 151,00 rut '0 A roaN': lHOIc( SOUtH II~'IO. '11I(" A OIStAHC( fI' 15100 no '0 A PONI;
noa SOUtH ,,'O,'SO. US, A OISfAHC( or 4UlO ru. to nf( ~Olti' noIC( SOUtH ,I'OI'SO. tAn A OIStAHC( or 44.00 nn '0 nt( POlHl
01 ICOtfNlNQ; n!(HC( HOl'ItH II~'IO. (AS' A OIStAHC( or so.OO no or I(ONNlNC; "!(HC( CONnHU( soum 1I'OI'SO. tASt A OISIAIIC(
10 A "OIN,: tHOlC( SOUtH "'Of'so. US, A OIStAHC( or SO,oo nn '0 01 15.1\ nn 10 A 'OIN': KHC( SOUtH JI'OI'..' 'lll(Sl A OISlN4C( I
A "0111': tH04C( SOUtH 11.,."0. lIlCJ' A OISlAHC( or so.oo ru:, '0 A '"." no to A "OIN': \H[NC( SOJnt ""."0. llI(Sl A OIS'ANC( 01
"0lI4': \H[NC( HOl'I," 1I1I1'SO. -en A OIStAHct 01 SO,OO no to tHe 151.12 ttn '0 A POINl ON \H[ HQqKASltlllY IIl~'-Of"-W",y lJH( 0
Po-I' or M.CIH..NG. SlAT{ 1l0AON.. 4.J4; tHOIt( 17.'0 ru, AlONC SAID IIlQH'-or-WAY l'
AlONG nil: AftC or A c~~, CONCA~ '0 TH( NQqnt, ........He ... oo.u
CC"UAlHNe I.SOO SOU-..: nn ~ 0.057 ACItCS "'~ ~ un, Alleu: or OO"OI'Je., A '....OlUS CY 3e4J1l.H rt:I" A O.fOllO IIC.....UNC 01
NOIltH .n~'l5. -UT. ANtI A OtOAO Of" l7.tO no '0 A 'OIN': niCHe
NOIltH "~'IO. (ASf, OO'MllHO S"'IO IU~T-Of-W"'Y lJI4C. "
DISlANC( 01 142," no '0 A POINT: TH(NC( NQqtH 21'01'48' u.sr A
DISlANC( or H&... no TO fliC "OCH' Of" kCIHNfNC,
IS' UfUTY (ASOI(IIT '". CONIAlNlHC I.Ut SOUAII( rt:Il 0l'I 0.0211 Aau: ,,~ Qq un.
u~ OUo.pnON
AU fHA' "'AC' M PMcn or IN<<) l~G IH S(CllOH Je, ~SHIP 10
SOUtH, IlAHC( JO (ASl. 5OIIH<<C OOUHrl', nOlllOA. IONC A POflnON IS' U nul'Y (AS(V(Nl ...
or lUtnlcu "AItIe A~IMNC 10 lH( PlA. nil:Il(or AS It(COl'IO(O IH
PlA' IOOIc It. I'AO( <<, crnoAl Il(toIlOS 01' SOIIHOU COUNty. U CAt. 0( SCRIP nON
nMlOA., N<<> lIClHC A IS roo, ~ unul'Y (AS(II0H l WfC 1.5 no
un AHO "'~, or nit rouO'MHO OUOlIlm CDntJlUH(: AU ntA' "'AC' Qq "AftCU Of" UNO l '\'\NC IN S(cnON JIl, 10,",51" 2e
Soont. /IlAHC( 30 (AS'. S("INOU COUNtY, nOllI>jl" 10NC A POll nOl'4
OO&N{'fONC A' tHe ~tHWl(n CMNCIII or SAIO lUmt(l '''''''<; or lUtlItOJ. "AA\( ACCOllOlHC '0 tHt PlA' \H[lt(or AS /Il(CM()(O IH
tHClICl IOO~ 11.,.'10. lit" A OISlAHCl 01' '5',00 nn to A I'OIN': I'U' IOOIC 11. I'AC( 44, Of"nCl~ I\[COIIOS or S("IN(lU CooHl'Y,
tHOtCl SOU~ 11111'50. USl A M1Ntc( or "'.44 no 10 nit f'OIlI' nMI>A., AHO MINC A " roo, ""0( unutY CASc\lon l'\'\Nc; 1,$0 F'1l:1
or .CIMHIHQ; n1[NC( SOUtH JI'UI.... W A OISlNtt( or H'.St rU1 lJTT AND /IllOil or tHe rtl..lOWNc; O(SCRIll(]) C(N T{IlUHC:
'0 A 'OIN': lH(NC( SOUtH '.~'IO. W A OISlANC( or Ut.S1 rU1 to. COWV(HONC A' nt( HOl'Intlll(ST CORNCIl or SAtO W\-mcl "AAI<:
A PQIN, l WfO 1,.s0 ru' HM lH( AS lUlU or 'Ht NM lltUS ro.t. Y
IIlQH'-OI'-WAY lJH( or SlUt ROAn H.. 4J4: tH(NC( "J.'I r0:1. AlONG noC( SOUtH "~"O' 'lll(S' A f)(S1AHt( or 15700 rul '0 A PaN';
nt( Alllt or A CUll'o{ lWfC 7.$0 rt:I. HOlltH(AS"""Y or AHO P""AUQ. nOt( SOUtH 11111'50' (AS' .A f)(S1AHC( or SI.IJ rtrt '0 '"( 'OIN'
tIt'" SA.O /IlIQH1-0f"-WAY UNe. SAt) CUll\/{ I(IHO C04CA'o{ to lH( or kONNtNC; tHOle( Sount 02".... (AST A OISlANC( or 110.00
SOOtHlI{U, HA"'MC A on'A ANCU or ooU'J'., A IlAlJlUS or lt4JU4 nn '0 nit "QIH' or T{~AlIOH.
nn. A CHOIIO kAllIHC .or SOJtH Jl1I2'". [AS'. AHO A 0t0A0 01'
H.J.1l no TO nt( pale T or TO'I"lNA T1Qof,
"---
Notes:
,. The I"strumentto wlllcl, /I,ls elCI,lbit is al/actred o"d I"to wl1iell Instrument ",Is exflibit, is fully incorporated: may, at AP r's Sol? (Jp~;on, be
modifred an<Vor amended unilaterally by APT to establish, clarify or change the locatIon of the nonelCcluslve easement for ~tlllty Ime~
end cables by racording .an Instrument signed by APT In the public records of the County in which the Owners Properly IS toeated,
which tnstrument shell set forth the detal1s o( such modification aneVor amendment. . . .
2. Notwithstanding anything In the instrument which this exhibitls attached to th~ contrary, APT, at !ts sole optIOn, may u~"ate:ally replace
end substitute (or Ihls exhibit a survey of the Project Site, showing n~-e~.ct.~slveeas?"!.~~~~ f~,-.,,'.gre~s,. ef1..res~?nd~!"'tylln~sand
cabteslo'Service Ihe ProJect 'SI/e lIndlormsyunllllteriJllyrop/8C6sncfSulistltute (or thIS exfil6i! construc('on araWlngs 0' the APT
Facililles of/he Projed Sile. . .... -. S'! Ii" b 'h" d; I . ed b tl10
3. Selbacl< of the APT FaCilities (rom tite boundaries o( Own.ers Properly and o( the ProJect-. I ()..S . a".o....,...~.ance..reqlllr y
applicable governmental authorities. . '.
4, l-Wdlh o( any access road or easement granted to or used by APT, shall be the width reqUired by tile applicable govemme,,/a'
th.,. Including pollee and fire deparlments butln no event less than ''''een (eet(' 5J except if prohibited by governmental
au on les, . . ndI, h APT F l/'
8ulhorliies having Jurisdiction over the Owners Properly, the Project SIte 8 or t e aCI lIes.
\\Apt-IAn-nt 1\sHe\ORLANDO\.A..2-E-015\O 15-b\sile agreemenl 12-3-97.final.doc 12/04/97 3:55 PM IJ
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SITE NAME: City of Winter Springs
EXHIBIT "B" TO SITE AGREEMENT
Page 2 of 2
SKETCH AND DESCRIPTION OF THE PROJECT SITE: Legal description of property (0 be attached.
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SITE 10: A-2-E-015-B
SITE NAME: City of Winter Springs
EXHIBIT "C" TO SITE AGREEMENT
THIS INSTRUMENT PREPARED
BY AND RETURN TO:
Corporate Legal Review
APT Tampa/Orlando, Inc.
6902 Cypress Park Drive
Tampa, FL 33634
MEMORANDUM OF SITE AGREEMENT FOR LAND/LEASE
THIS MEMORANDUM OF SITE AGREEMENT FOR LAND/LEASE ( MMemorandum") is made and
entered into by and between City of Winter Springs, a Florida incorporated municipality, with an address of 1126
East S,R. 434, City of Winter Springs, FL 32708 as MOwner", and APT Tampa/Orlando, Inc" a Delaware
corporation, with an address of 8410 W, Bryn Mawr, Suite 1100, Chicago, IL 60631-3486, MAPT".
1. PREMISES. Owner and APT have entered into a Site Agreement for Land dated
as of . 1997 (together with any amendments and modifications thereto, the
"Site Agreement"), whereby Owner has leased and APT has hired those certain premises in Seminole County,
Florida, consisting of, among other things, approximately square feet of land, as depicted and legally
described on ExhIbIt "An attached hereto and hereby incorporated into this Memorandum and certain easements
(the MProJect Site").
2. TERM. The initial term of the Site Agreement shall be a period of five (5) and a fraction years
commencing as of the MCommencement Date," as defined herein below, and terminating on the 31st day of
December following the fifth (5th) annual anniversary of the Commencement Date unless otherwise terminated.as
provided in the Site Agreement ("Initial Term"),
3. . RENEWAL OPTIONS. In addition to the Initial Term and on and subject to the terms of the Site
Agreement, the Site" Agreemenfter'm may be"automatlcaily.e>ctenCfedfor-four (4) consecutive pe'riods'offive (5)
years each. each" such extensIon s~_C1IL!?~. kDo~Il~~Eeinafter as a "Renewal Term,M Hereinafter, the Initial Term,
together with any and all Renewal Terms, shall be known as the MTerm" of the Site Agreement.
4. COMMENCEMENT. The MCommencement Date" is
R\ORLANDO\A-2-E-015\015-b\site agreement 12-3-97,final.doc 12110/97 3:45 PM 15
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SITE 10: A-2-E-015-B
SITE NAME: City of Winter Springs
5. LEASE INCORPORATED. All of the terms, conditions, provisions and covenants of the Site
Agreement are hereby incorporated herein as if fully set forth in this Memorandum. To the extent that any of the
terms hereof are inconsistent with the terms of the Site Agreement, the terms of the Site Agreement shall control.
In the event that an inspection of or reference to the full terms, conditions, provisions or covenants of the Site
Agreement is desired or necessary, a request for such inspection should be made to the Owner at the address set
forth above, stating the name and address of the person and/or entity requesting the inspection, and setting forth
the reason for the inspection, The Owner may permit or refuse such inspection in its sole and absolute discretion.
IN WITNESS WHEREOF, Owner and APT have executed this Memorandum as of the date and year set forth
below their respective signatures,
Signed, sealed and delivered OWNER:
in the presence of:
Witnesses: City of W/~'ngs a
~ ~ munlclpall
~ ~ B~
Print Name~ ... ~~ Print Name: PAUL P. PARTY
~ ~ PrinlTille: MAYOR
2. ~ .. . &1 Date: /~ _I 6""- f?
Pri Name:::l<..;"'~~""" Attest, ~~~~
Print Name: M
Print Title: ~~ I'..l-e~ . .
[Corporate Seal]
Date: J/;'- JI>-fjl)
TENANT:
Witnesses: APT Tampa/Orlando, Inc., a Delaware
corporation
1lt:hMJ ,;( ~ By: /~ -;;? /7~.-/
P -nled N~~ l- . -r<>u ICm1hJ Name:' - ony R. McDoweli .
2. ~ . Title: Director, Engineering and Operations
Printed Name:. - v..(CO-<L and Authorized Agent
[Corporate Seal]
Date: /0< . /~.l ?
.
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"-'~'-""-'" "" .~.~........ _...
R:\ORLANDO\A-2-E-015\015-b\site agreement 12-3-97.final.doc 12/10/97 3:45 PM 16
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SITE 10: A-2-E-Q15-B
SITE NAME: City of Winter Springs
STATE OF FLORIDA
COUNTYOF Set\U..,O~
e The foregoing instrument was acknowledged before me on this ~ day of ,f)~~, 1997, by
~ Po .~ ~ [name of pe",on] , as ~ gue of pe",on], of City of Winter Springs, a Florida
incorporated municipality on behalf of the .~. [type of entity]. ~/she is personally known to me or
has produced as idenb lcation.. I
My commission expires: ~~ '#;.~ i...:.t.
[Seal] "~~. HARGO M HOf>KlNS Notary Pu c - State of Fl id'a
W My CommIooIon C0403745 Commission Number.
* * Expirec/wg,2S,1998
Bonded by ANB
~ ~...
~Offl; 8OO-aS2.5876
STATE OF FLORIDA
COUNTY OF Mll..5J3tJfl.-Olt if 'I
The foregoing instrument was acknowledged before me on this L day of l1('trm ~t;4-1997. by Tony R.
McDowell, as Director, Engineering and Operations and Authorized Agent, of APT TampafOrlando, Inc., a
Delaware corporation, He is personally known to ~e or has produced
as identification. -
~d~
My commission expires:
. Notary Public - State of Florida .
[Seal] Commission Number:
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R\ORLANOO\A-2-E-O 15\015-b\site agreement 12-3-97.final.doc 12;10;97 3:45 PM 17
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Market: Central
Site No.: FU073B
Site Name: Gardena
EXHIBIT 5
RF ENGINEERING
to the Site License dated , 2000, by and between, APT Tampa/Orlando, Inc., a Delaware corporation
as Licensor, and Nex.tel South Corp., a Georgia corporation, d/b/a Nex.tel Communications, as Licensee.
LICENSOR'S FREQUENCIES:
setup: Sector
alpha face: 0 TX 1930-1945 MHz RX 1850-1865 MHz
beta face: 120 TX 1930-1945 MHz RX 1850-1865 MHz
gamma face: 240 TX 1930-1945 MHz RX 1850-1865 MHz
LICENSOR'S TENANT FREQUENCIES:
setup: Sector
alpha face: 90 TX 869-880,890-891.5 MHz RX 824-835, 845-846.5 MHz
beta face: 210 TX 869-880,890-891.5 MHz RX 824-835, 845-846.5 MHz
gamma face: 330 TX 869-880, 890-891,5 MHz RX 824-835, 845-846.5 MHz
LICENSOR'S TENANT FREOUENCIES:
setup: Sector
alpha face: 0 TX 1945-1950 MHz RX 1865-1870 MHz
beta face: 120 1945-1950MHzRXI865-1870MHz
gamma face: 240 1945-1950MHzRX 1865-1870 MHz
LICENSEE'S FREOUENCIES:
setup: Sector
alpha face: 30 851-866 MHz RX 806-821 MHz
beta face: 150 851-866 MHz RX 806-821 MHz
gamma face: 270 851-866 MHz RX 806-821 MHz
OTHER KNOWN FREOUENCIES ON PROPERTY:
None.
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Site Number: A2EOI5.B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 II :18 AM / Page 9
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Market: Central
Site No,: FL2073B
Site Name: Gardena
EXHmIT 6
OWNER'S CONSENT
to the Site License dated , 2000, by and between, APT Tampa/Orlando, Inc., a Delaware corporation
as Licensor, and Nextel South Corp., a Georgia corporation, d/b/a Nextel Communications, as Licensee,
Owner's consent (consisting of9 pages) is attached hereto.
..-..-. .... .....- .-.. .... -.. .... ..... -. ...-....,
Site Number: A2E0I5-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 II :51 AM / Page 10
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Market: Central
Site No,: FI.2073B
Site Name: Gardena
TELECO~CATIONSTOVVER
COLLOCATION CONSENT AGREEMENT
THIS AGREEMENT is made this day of , 2000, by and between the City of Winter Springs, Florida, a
Florida municipal corporation ("City"), and Nextel South Corp" a Georgia corporation, d/b/a Nextel Communications ("Nextel").
WITNESSETH:
WHEREAS, City is the owner of rea] property located at 1126 East S.R, 434, Winter Springs, Florida 32708 which is legally described on
Exhibit "An ("Leased Property"). A copy of Exhibit "A" is attached hereto and fully incorporated herein by this reference; and
WHEREAS, City entered into that certain Site Agreement for Land, dated December 12, 1997 ("Site Agreement") with APT
Tampa/Orlando, Inc" a Delaware corporation ("APT"); and
WHEREAS, APT constructed a one hundred sixty-five foot (165') slip hole communications monopole which is designed with spaces to
collocate the antennas of three (3) commercial mobile radio service operators ("Tower"); and
WHEREAS, APT and Nexte] have entered into, or are about to enter into, a Collocation Site Sublease ("Sublease") whereby Nextel
subleases a portion of the Leased Property for purposes of collocation on the Tower, and of operating and maintaining communication equipment and
related facilities; and
WHEREAS, City desires to consent to the Sublease between Nextel and APT and to the Nextel collocating its communications facilities
on the Tower under the terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein contained, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto, intending to be legally bound hereby agree as follows:
1.0 Recitals. The foregoing recitals are true and correct and are hereby incorporated herein by this reference.
2,0 Consent to Collocation. The City hereby consents to Nextel collocating their communications and related facilities on the Tower and
on the Leased Premises. In furtherance of consenting to the collocation, the City also consents to Nextel entering into the Sublease with APT for the
use of a portion of the Leased Property ("Subleased Parcel") and the Tower. The Subleased Parcel is legally described on Exhibit "8," which is
attached hereto and incorporated herein by this reference. The use of the Subleased Parcel shall be limited to operating and maintaining
communications equipment and related facilities in order to effectuate the collocation. City also consents to Nextel's use of the non-exclusive utility
easements and non-exclusive ingress and egress easements to the Leased Property. The easements were granted to APT by the City and are legally
described under the Site Agreement. The easement legal descriptions are attached hereto as Exhibit "c" and incorporated herein by this reference.
Nextel agrees to fully comply with the terms and conditions of the aforementioned easements and further agrees that Nextel shall not in anyway
overburden the easements or interfere with the City's and any other authorized user's right to use the easements.
3.0 Term. The City acknowledges and agrees that under the terms of the Sublease, Nextel shall have the right to sublease the Subleased
Parcel and collocate on the Tower for an initial term of five (5) . years with four (4) renewal term(s) of five (5) years. This Agreement shall
automatically renew unless: (i) Nextel has provided the City written notice of its desire not to elect its option under the Sublease prior to the
expiration of the existing Term or Renewal Option of the Sublease, as the case may be; (ii) the City has terminated this Agreement pursuant to
Paragraph 23 of this Agreement; (iii) Nextel is in breach of this Agreement, beyond any applicable cure period, in which case, this Agreement may
only be renewed if the City agrees to the renewal in writing and Nextel cures the breach; or (iv) Nextel is in breach of the Sublease beyond any
applicable cure period, in which case, the Agreement may only be renewed if the City and APT agree to the renewal in writing and Nextel cures the
breach,
4.0 Termination of APT Site Agreement. If the Site Agreement is terminated by APT or City and Nextel desires to continue occupying
and possessing the Subleased Parcel and Tower space, Nextel may do so by entering into a written lease agreement with the City which shall require
direct payment of rental proceeds to the City.
..-. . ___SJL. Assl.gnme.n.t...This_Agreeme.nLshall.not be.. assigned .octransfe.rn:.d..unlliss Jhe. _assignmenUs_cnnsented. to.. in ..writing.hyJhe. City;
provided, however that Nextel may assign its interest to its parent company, any subsidiary or affiliate of it or its parent company or to any successor-
in-interest or entity acquiring fifty-one percent (51%) or more of its stock or assets, subject to any financing entity's interest, if any, in this
Agreement as set forth in Paragraph 27 herein. Notwithstanding anything to the contrary contained in this Agreement, Nextel may assign, mortgage,
pledge, hypothecate or otherwise transfer without consent its interest in this Agreement to any financing entity, or agent on behalf of any financing
entity to whom Nextel (i) has obligations for borrowed money or in respect of guaranties thereof; (ii) has obligations evidenced by bonds, debentures,
notes or similar instruments, or (iii) has obligations under or with respect to letters of credit, bankers acceptances and similar facilities or in respect of
guaranties thereof.
Site Number: A2EOI5-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 ll:18AM/Page II
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Market: Central
Site No,: FL2073B
Site Name: Gardena
6.0 Third Party Rights. This Agreement is not a third party beneficiary contract and shall not in any respect whatsoever create any rights
on behalf of any party not expressly a party to this Agreement.
7.0 Further Assurances. From and after the execution of this Agreement, each of the parties hereto shall fully cooperate with each other
and perfonn any further act(s) and execute and deliver any further documents which may be necessary or desirable in order to carry out the purposes
and intentions of this Agreement.
8~0 Severability. If any proVIsIOn of this Agreement is held to be invalid, void or unenforceable, the remaining provisions shall
nevertheless remain in full force and effect, unless the absence of the invalid, void or unenforceable provision or provisions causes this Agreement to
fail in its essential purposes.
9.0 Governing Law and Venue. This Agreement shall be construed and enforced in accordance with the laws of the State of Florida. The
parties further agree that in any dispute between them relating to this Agreement, exclusive jurisdiction shall be in the state circuit courts located in
Seminole County, and in the federal district court in Orlando, Florida, any objections as to jurisdiction or venue in such courts being expressly
waived,
10.0 Attorney's Fees. In the event any litigation or controversy arises out of or in connection with this Agreement between the'parties
hereto, the prevailing party in such litigation or controversy shall be entitled to recover from the other party or parties all reasonable attorney's fees
and paralegal fees, expenses and suit costs, including those associated with any appellate or post-judgment collection proceedings.
11.0 Non-Waiver. No delay or failure by either party to exercise any right under this Agreement, and no partial or single exerCise of that
right, shall constitute a waiver of that or any other right, unless otherwise expressly provided for herein.
12.0 Notices. Any notice, request, instruction, or other document to be given as part of this Agreement shall be in writing and shall be
deemed given under the following circumstances: when delivered in person; or three (3) business days after being deposited in the United States
Mail, postage prepaid, certified or registered; or the next business day after being deposited with a recognized overnight mail or courier delivery
service and addressed as follows (or to such other person or at such other address, of which any party hereto shall have given written notice as
provided herein):
To City of Winter Springs: City Manager
1126 East S.R. 434
Winter Springs, Florida 32708
PH: (407) 327-5957
FAX: (407) 327-4753
To Nextel: Nextel South Corp.
851 Trafalgar Court
Suite 300 E
Maitland, Florida 32751
With a copy to: Nextel Communications, Inc.
2001 Edmund Halley Drive
Reston, Virginia 20191-3436
Sixth Floor, Mail Stop 6E630
Attn: Site Leasing Services, Contracts Manager
13.0 Counterparts. This Agreement may be executed in any number of counterparts, each of which when so executed and delivered, shall
be an original; but such counterparts shall together constitute but one and the same instrument.
14.0 Public Record. It is hereby specifically agreed that any record, document, computerizedinfonnation and program, audio or video
tape, photograph, or other writing of the Nextel related to this Agreement, may be deemed to be a Public Record whether in the possession or control
of the City or Nextel. Said record, document, computerized information and program, audio or video tape, photograph, or other writing of Nextel is
subject to the provisions of Chapter 119, Florida Statutes, and may not be destroyed without the specific written approval of the City, Upon request
by the City, Nextel shall promptly supply copies of said public records to the City. All books, cards, registers, receipts, documents, and other papers
-in-connection-with ..this-Agr-eement.shall-during.nonnal . business-hours of Nextel-beopenand-- freely-ex-hibited -touthe-Gity-for--the-purpose . of
examination and/or audit.
15.0 Independent Contractor. Nextel shall be considered an independent contractor under this Agreement.
16.0 Entire Agreement. This Agreement represents the entire and integrated Agreement between the parties and supercedes all prior
negotiations, representations, or Agreements, either oral or written, and all such matters shall be deemed merged into this Agreement.
Site Number: A2EOI5-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 11: 18 AM / Page 12
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Market: Central
Site No.: FL2073B
Site Name: Gardena
17.0 Sovereign Immunity. Nothing contained in this Agreement shall be construed as a waiver of the City's right to sovereign immunity
under Section 768.28, Florida Statutes, or other limitations imposed on the City's potential liability under state and federal law.
18.0 General Liability Insurance. Nextel shall purchase and maintain, at its own expense, such general liability insurance and automobile
liability insurance to cover claims for damages because of bodily injury or death of any person or property damage arising in any way out ofNextel's
use of the Subleased Parcel, Tower, or utility and ingress and egress easements. The insurance shall have minimum limits of coverage of ONE
MILLION AND 00/100 DOLLARS ($1,000,000) per occurrence combined single limit for bodily injury liability and property damage, This shall
include, but not be limited to, automobile liability of owned vehicles, hired and non-owned vehicles, and employee non-ownership. All insurance
coverage shall be with insurer(s) licensed by the State of Florida to engage in the business of writing of insurance. The City shall be named on the
foregoing insurance policies as "additional insured." Nextel shall cause its insurance carriers to furnish insurance certificates and endorsements
specifying the types and amounts of coverage in effect pursuant hereto, the expiration dates of such policies, and a statement that no insurance under
such policies will be canceled without thirty (30) days prior written notice to the City in compliance with other provisions of this Agreement. If the
City has any objection to the coverage afforded by or other provision of the insurance required to be purchased and maintained by Nextel in
accordance with this paragraph on the basis of its not complying with the Agreement, the City shall notify Nextel in writing thereof within thirty (30)
days of the date of delivery of such certificates and endorsements to the City. The City, at its discretion, reserves the right to require Nextel to obtain
reasonable increases in the insurance coverage set forth in this paragraph. Nextel shall continuously maintain such insurance during the term of this
Agreement in the amounts, type, and quality as required by this paragraph,
. 19.0 Indemnification and Hold Harmless. Nextel shall indemnify and hold harmless the City and its employees, officers, attorneys,
agents, and contractors from and against all claims, losses, damages, personal injuries (including but not limited to death), or liability to the person or
property (including reasonable attorney's fees through any and all administrative, trial, post judgment and appellate proceedings), directly arising
from the negligent acts, errors, omissions, intentional or otherwise, arising out of or resulting from Nextel's and its employees,' agents,' and
contractors' use and occupancy of the Subleased Parcel, Tower, and utility and ingress and egress easements. This indemnification shall survive the
expiration or earlier termination of this Agreement.
This indemnification provided above shall obligate Nextel to defend at its own expense or to provide for such defense, at the sole. option of
the City, as the case may be, of any and all claims of liability and all suits and actions of every name and description that may be brought against the
City or its employees, officers, and attorneys which result from Nextel's and its employee's, agent's, and contractor's use and occupancy of the
Subleased Parcel, Tower, and utility and ingress and egress easements. In all events the City shall be permitted to choose legal counsel of its sole
choice, the fees for which shall be subject to and included with this indemnification provided herein, as long as said fees are reasonable, This
indemnification shall survive the expiration or earlier termination of this Agreement.
20.0 Standard of Care. In using the Subleased Parcel, Tower, and utility and ingress and egress easements, Nextel shall use that degree of
care and skill ordinarily exercised, under similar circumstances by reputable members of its profession practicing in the same or similar locality.
21.0 Termination. IfNextel defaults in fulfilling any of the covenants of this Agreement and such default shall continue for sixty (60) days
after Nextel's receipt of written notice from the City specifying the nature of said default, or, if the said default so specified shall be of such a nature
that the same cannot be reasonably cured or remedied within such sixty (60) days and Nextel shall not in good faith commence the curing or
remedying of such default within such sixty (60) days and shall not thereafter diligently proceed therewith to completion, then in anyone or more of
such events this Agreement shall terminate and come to an end as fully and completely satisfied and Nextel shall then quite and surrender the
Subleased Parcel and the right to use the utility and ingress and egress easements as provided herein and remove its communication equipment and
related facilities as set forth in Paragraph 32.0.
22.0 Nextel's Signatory. The undersigned person executing this Agreement on behalf of Nextel hereby represents and warrants that he/she
has the full authority to sign the Agreement on behalf of Nextel and to fully bind Nextel to the terms and conditions set forth in this Agreement.
23.0 Not Recordable. The parties understand and agree that neither this Agreement nor any sublease shall be recorded in the public
records.
24.0 Hazardous Materials. Nextel represents and warrants that its use of the Subleased Parcel, Tower, and the utility and ingress and
egress easements will not generate any Hazardous Material, nor will it store or dispose on or near the Sublease Parcel, Tower and the utility and
ingress and egress easements, any Hazardous Material, in violation of any applicable law or regulation. Nextel shall indemnify and hold harmless the
City and its employees, officers, attorneys, agents, and contractors from and against all claims, losses, damages, personal injuries (including but not
limited to death), or liability to the person or property (including reasonable attorney's fees through any and all administrative, trial, post judgment
and appeHate-proeeedings);"direcdy-arising-from-theogeneration; -storage,-disposal;o..transportation-or-use-ofHazardous-Materials-by-Nextel-and -its
employees, agents, and contractors on the Subleased Parcel, Tower and the utility and ingress and egress easements in violation of any applicable law
or regulation. For purposes of this Agreement, Hazardous Materials shall mean gasoline, petroleum and other petroleum by-products, asbestos, any
substance known by the state in which the Subleased Parcel is located to cause cancer and/or reproductive toxicity, and/or any substance, chemical or
waste that is identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation. This indemnification shall survive
the expiration or termination of this Agreement.
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Site Number: A2EOI5-B ~
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 11: 18 AM / Page 13
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Market: Central
Site No.: FL2073B
Site Name: Gardena
25.0 Liens. Nextel shall keep the Subleased Parcel and utility and ingress and egress easements free from any liens arising out of any work
performed for, materials furnished to, or obligations incurred by or on behalf of Nextel. Nextel shall also hold the City harmless against any such
liens and shall take immediate action to remove any such lien should one be filed against any property owned by the City as a result of work
performed or as a result of under this Agreement for or on behalf of Nextel.
The City waives any lien rights it may have concerning Nextel's communications equipment which are deemed Nextel's personal property
and not fixtures ("Collateral"), and Nextel has the right to remove the same at any time without the City's consent.
The City acknowledges that Nextel has entered into a financing arrangement including promissory notes and financial and security
agreements for the financing of the Collateral with a third party financing entity (and may in the future enter into additional fmancing arrangements
with other financing entities), In connection therewith, the City (i) consents to the installation of the Collateral; (ii) disclaims any interest in the
Collateml, as fixtures or otherwise; and (iii) agrees that the Collateml shall be exempt from execution, foreclosure, sale, levy, attachment, or distress
for any rent due or to become due and that such Collateral may be removed at any time without recourse to legal proceedings.
26.0 Condemnation. Ifthe whole of the Subleased Parcel or utility and ingress and egress easements, or such portion thereof as will make
said parcel unusable for the purposes herein subleased, are condemned by any legally constituted authority for any public use or purpose, then in
either of said events the term hereby granted shall cease from the time when possession thereof is taken by public authorities, and rental shall be
accounted for as between Nextel and City as of that date.
.27.0 Damage or Destruction. Notwithstanding any other provision of this Agreement, Nextel shall bear the risk of loss or damage to its
communications equipment and personal property on the Subleased Parcel, Tower, and utility and ingress and egress easements, except to the extent
such loss or damage is caused by the negligence or willful misconduct of the City. Under no circumstances under this Agreement will the City be
liable to Nextel for economic loss, lost profits, loss of business, loss of market share, or any other incidental, punitive, special or consequential
damages of any nature whatsoever even if informed of the possibility of such damages.
28.0 Maintenance. Nextel shall be solely responsible for maintaining its communications equipment and personal property in a safe and
good condition, working order and repair. Nextel shall be solely responsible for promptly repairing damage to its communications equipment and
personal property. Nextel shall keep the Subleased Parcel, Tower and utility and ingress and egress easements free of debris and anything dangerous,
noxious, or offensive in natUre which would crease a hazard or undue vibration, heat or noise,
29.0 Utilities. Nextel shall provide for its own utilities and shall be responsible for paying such utilities.
30.0 Taxes. Nextel shall pay any and all taxes and assessments levied upon Nextel's communications equipment and personal property
used or kept on the Subleased Parcel, Tower, or utilities and ingress and egress easements.
31.0. Rent. Nextel acknowledges and agrees that Nextel shall pay APT Two Thousand and NollOO Dollars ($2,000.00) per month to
sublease the Subleased Parcel and that rent shall be increased on the anniversary of the commencement date of that sublease in an amount equal to
four percent (4%) of the previous years rent. Nextel also acknowledges and agrees that the City shall receive. fifty percent (50%) of the
aforementioned rental proceeds from APT pursuant to the Site 'Agreement. Nextel 'agrees that the sublease rental amount shall not be decreased or
eliminated without the express written consent of the City, Should Nextel fail to make the rent payments under the sublease, the City shall have the
right in accordance with the provisions of Paragraph 21 herein, to immediately terminate this Agreement and in such case Nextel shall also
immediately remove its communications and related facilities from the Subleased Property and utility and ingress and egress easements.
32.0 Removal of Equipment. Upon termination of this Agreement, Nextel shall, within sixty (60) days, remove all of its communications
equipment and related facilities from the Subleased Parcel and utility and ingress and egress easements and restore said property to its original above
grade condition. If such time for removal causes Nextel to remain on the Subleased Parcel after termination of this Agreement, Nextel shall pay rent
directly to the City in the amount of Four Thousand and No/IOOths ($4,000.00) per month until such time as the removal of the communications
equipment and related facilities are completed. Upon termination of this Agreement and removal ofNextel's communication equipment and related
facilities, Nextel shall be released of any liability occurring on the Subleased Property and utility and ingress and egress easements after such
termination and removal.
33.0 Modification. Modifications of this Agreement shall only be made in writing signed by both parties.
34.0 Compliance with Laws. Nextel shall comply with all local, state, and federal laws and regulations regarding the constructIon,
1>lacement;'maintenanee'and-useof-Nextel'!s'coinmunications-equipment and-related-facilities: - .......
35.0 Signs. Except for signage required by any applicable governmental entity, Nextel shall not place any sign(s) on the Subleased
Property, Tower or utility and ingress and egress easements,
Site Number: A2EOI5-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 1\ :18 AM / Page 14
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Market: Central
Site No.: FL2073B
Site Name: Gardena
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year written above.
[EXHIBIT ONL Y . NOT EXECUTION COPY] [EXHIBIT ONLY. NOT EXECUTION COPY]
Signed, sealed and delivered in CITY OF WINTER SPRINGS,
the presence of: a Florida municipal corporation
Witness By: Ronald W. McLemore, City Manager
Print Name:
Witness
Print Name:
NEXTEL SOUTH CORP"
a Georgia corporation, d/b/a
NEXTEL COMMUNICATIONS
By:
Witness Print Name:
Print Name: Its:
Witness
Print Name:
. .... -.-...." - ........ .... ..-..
Site Number: A2EOI5-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 11: 18 AM / Page 15
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Market: Central
Site No.: FU073B
Site Name: Gardena
EXHIBIT A
to the Telecommunications Tower Collocation Consent Agreement dated . 2000, by and between the City of
Winter Springs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South Corp., a Georgia corporation d/b/a NEXTEL
Communications.
The Leased Property is described as follows:
Parent Tract Legal Description
Lots I through 25 and including Hoover Street, Luttrell Lane, and the South one-haif (S Y2) of 2nd Street of Luttrell Park according to the Plat thereof
as recorded in Plat Book ll, Page 44 of the Public Records of Seminole County, Florida, being a portion of Lot 27, Block B of DR Mitchell's
survey of the levy grant as recorded in Plat Book I, Page 5 of the Public Records of Seminole County, Florida, lying Northeasterly of State Road 419
(Sanford-Oviedo Road).
".h__.._... ...... ......... . u.n. ... ". .... ... _.. ... ~ . . .-- ..... ...---.......-......- ....._,...... ...... .-. .....-.....--...-"'.. .-..
Site Number: A2E015-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 11 :18 AM / Page 16
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Market: Central
Site No.: FU073B
Site Name: Gardena
EXHIBIT B
PAGE 1 OF2 PAGES
to the Telecommunications Tower Collocation Consent Agreement dated , 2000, by and between the City of Winter
Sprhigs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South Corp., a Georgia corporation d/b/a NEXTEL Communications,
The Subleased Parcel is described/shown as follows:
, FL 2073-B Gardena t
Not To Scale
Nextel Leased Premises
,
~
Approx. dimensions 0.5 x..Jj)
Of N extel Premises
00:I1'\ItC1.',
CIOoCIm[ '.
COl.I'..c.' :.
N extel Access Road ~
\
I
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----------- .~.~_. . _'......_n...______..___. . ..... --,"-
Site Number: A2EOI5-B
Site Name: City of Winter Springs
Market: TampalOrlll!ldo
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Matket Central
Site No,: FL1073B
Si~ Name: Gardena
EXHIBIT B
PAGE 2 OF 2 PAGES
to the Telecommunications Tower Collocation Consent Agreement dated . 2000, by and between the City of Winter
Springs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South Corp., a Georgia corporation d/b/a NEXTEL Communications.
The Subleased Parcel is described/shown as follows:
FL 2073-B Gardena FOUND 'o1lC. POST Not To Scale
- Nolo CClRIIDI. LOT 26
-.. eLoo{ 0; lZYT GIINtT
-. -..
-.- ...... P.O. .
Nextel Leased Premises
N extel Access Road
.
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.A. " (9 \
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-
. ~_.__._.. _.u....... u_q. .. ".. _.. .. _____o___....._.......__._.......... ..-.-. ...... -..-.,---..
'", n'
. Site'~umber: AlOOI SoB
Site'Name: City of Winter Springs
. · M81icet:.Tampa/OrIando
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Market: Central
Site No.: FL20738
Site Name: Gardena
EXHIBIT C
to the Telecommunications Tower Collocation Consent Agreement dated , 2000, by and between the City of
Winter Springs, Florida, a Florida municipal corporation ("CITY") and NEXTEL South Corp., a Georgia corporation d/b/a NEXTEL
Communications.
The easements are described as follows:
15' UTILITY EASEMENT "A":
All that tract or parcel of land lying in Section 36, Township 20 South, Range 30 East,
Seminole County, Florida, being a portion of Luttrell Park according to the plat
thereof as recorded in Plat Book 11, page 44, Official Records of Seminole County,
Florida, and being a 15 foot wide utility easement lying 7.5 feet left and right of the
following described c~~~erline: .
Commencing at the Northwest corner of said Luttrell Park; thence South 180 58' 10" West
a distance of 157.00 feet to a point; thence South 710 01' 50" East a distance of 36.44
feet to the Point of Beginning; thence South 260 01' 48" West a distance of 17851 feet
to a point; thence South 180 58' 10" West a distance of 129.59 feet to a point lying
7.50 feet Northeasterly of the Northeasterly right-of-way line of State Road No. 434;
thence 173.81 feet, along the arc of a curve lying 7.50 feet Northeasterly of and
parallel with said right-of-way line, said curve being concave to the Southwest, having
a delta angle of 000 18' 33", a radius of 38429.24 feet, a chord bearing of South 380
02' 18" East, and a chord of 17381 feet to the Point of Termination.
15' Ingress/Egress Easement:
All that tract or parcel of land lying in Section 36, Township 20 Sou"th, Range 30 East,
Seminole County, Florida, being a portion of Luttrell Park according to the plat
thereof as recorded in Plat Book 11, page 44, Official Records of Seminole County,
Florida, and being more particularly described as follows:
Commencing at the Northwest corner of said Luttrell Park; thence South 180 58' 10" West
a distance of 157.00 feet to a point; thence South 710 01' SO" East a distance of 44.44
feet to the Point of Beginning; thence continue South 710 01' 50" East a distanc~ of
15.11 feet to a point; thence South 260 01' 48" West a distance of 178.81 feet toa
point; thence South 180 68' 10" West a distance of 151.82 feet to a point on the
Northeasterly right-of-way line of State Road No. 434; thence i7.80 feet along said
right-of-way line, along the arc of a curve, concave to the North, having a delta angle
of 000 01' 36", a radius of 38436.74 feet, a chord bearing of North 570 54' 55" West,
and a chord of 17.90 feet to a point; thence North 180 58' 10" East, departing said
right-of-way line, a distance of 142.97 feet to a point; thence North 260 01' 44" East
a distance of 176.94 feet to the Point of Beginning.
15' Utility Easement "B":
All that tract or parcel of land lying in Section 36, Township 20 South, Range 30 East,
Seminole County, Florida, being a portion of Luttrell Park according to the pl.at
thereof as recorded in Plat Book 11, page 44, Official Records of Seminole County,
Florida, and being a 15 foot wide utility easement lying 7.50 feet left and right of
.. --e.he--follcfwtng-aescr-i15e-d"cent:erl1ne-: - ._.._u....__.___ ___n__.______.._...___...__._ _ .__ ... ._____.__. ._. ___
Commencing at the Northwest corner of said Luttrell Park; thence South 180 58' 10" West
a distance of 157.00 feet to a point; thence South 710 01' 50" East a distance of 51,83
feet to the Point of Beginning; thence South 020 17' 44" East a distance of 110.00 feet
to the Point of Termination.
Site Number: A2EOlS-B
Site Name: City of Winter Springs
Market: Tampa/Orlando
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Market: Central
Site No.: FL2073B
Site Name: Gardena
Prepared by:
Paula Hickman, Senior Attorney
Nextel South Corp,
2500 Maitland Center Parkway, Suite 300
Maitland, Florida 32751
Phone: (407) 838-0076
Fax: (407) 838-0090
Return to:
Nextel South Corp.
851 Trafalgar Court, Suite 300E
Maitland, Florida 32751
Phone: (407) 838-0076
Fax: (407) 838-0090
MEMORANDUM OF AGREEMENT COVER PAGE
Licensor:
APT Tampa/Orlando, lnc., a Delaware corporation
Licensee:
Nextel South Corp., a Georgia corporation, d/b/a Nextel Communications
Legal Description (Abbreviated):
Lots 1 throueh 25 and includine Hoover Street, Luttrell Lane. and the South one-half (S Y>) of rd Street of Luttrell
Park accordine to the plat thereof as recorded In Plat Book 11. Paee 44 of the PubUc Records of Seminole County.
Florida. belne a portion of Lot 27. Block B of D.R. Mitchell's Survey of the Levv Grant as recorded in Plat Book 1.
Paee 5. of the Public Records of Seminole County. Florida, IvIne Northeasterlv of State Road 419 (Sanford-Oviedo
Road).
Assessor's Property Tax Parcel Account Number(s):
'--'-'- _..u. ....._~._.., . _ . .... ........... ... .... - .-... .. ....
Site Number: A2EOI5-B
Site Name: City of Winter Springs
Market; Tampa/Orlando 8/8/00 11: 18 AM / Page 20
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Market: Central
Site No.: FL2073B
Site Name: Gardena
MEMORANDUM OF AGREEMENT
to the Site License dated , 2000, by and between, APT Tampa/Orlando, Inc., a Delaware corporation
as Licen'sor, and Nextel South Corp., a Georgia corporation, d/b/a Nextel Communications, as Lis:~nsee.
This Memorandum of Agreement is entered into on this _ day of , 2000, by and between, APT
Tampa/Orlando, Inc., a Delaware corporation, with an office at Suite 400, 3111 W. Dr, Martin Luther King Blvd., Tampa, FL 33607-6201
(hereinafter referred to as "Licensor") and Nextel South Corp" a Georgia corporation, d/b/a Nextel Communications, with an office at 851 Trafalgar
Court, Suite 300E, Maitland, FL 32751 (hereinafter referred to as "Licensee").
I. Licensor and Licensee entered into a Site License Agreement ("Agreement") on the day of
, 2000, for the purpose of installing, operating and maintaining a radio communications facility and other
improvements. All of the foregoing are set forth in the Agreement.
2. The term of the Agreement is for five (5) years commencing on , 2000 and ending on
, with four (4) successive five (5) year options to renew. If all options to renew are exercised, the
term of this Agreement will expire twenty-five (25) years after the Commencement Date (as defined in the Agreement).
3. The Land which is the subject of the Agreement is located in Seminole County and described in Exhibit I annexed
hereto, That portion of the Land being licensed to Licensee ("Premises") is described in Exhibit 2 annexed hereto,
IN WITNESS WHEREOF, the parties have executed this Memorandum of Agreement as of the day and year first above written.
APT Tampa/Orlando, Inc., a Delaware corporation Nextel South Corp., a Georgia corporation, d/b/a
Next" Commun;"tio.. cf---.
By By tl:
Name: ~ Name: Jo aro
Titl" ..Dlrec/ZJr TW" Vi ~'idoot.
Witnesses: n'
~~
Printed Name: .L. Pet'lsh
~_L.-r~
--Pri~tedN~e:--C~:c-~~'-L -:---- ----.---.
Site Number: A2EOI5-B
Site Name: City of Winter Springs
Market Tampa/Orlando 8/8/00 11: 18 AM / Page 21
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Market: Central
. Site No.: FL2073B
Site Name: Gardena
STATE OF :J-{()IU ~ )
COUNTY OF 41/s/3k& t}Cjh ~ ss.
before me this IC~ of All1v>( 2000 by !5f.Vfl-tJ.J, Re/tl..i'AJ6 as
of APT Tampa/Orlando, Inc., a Delaware corporation, on behalf of the corporation, He is
as identification.
~Yt-~,~.
NotmyPubH, -" -, \./ ~~'" I.. '
Print Name V (/ (,) / TV\.. ( vu/ /~'C-t
.t"'i' ~ Judith PldwfnskI My commission expires I d-/ /. I ~
*1'*MvcommISSIOl1 CC895223
~..::..' expire. December 13, 2003
(Use this space for notary stamp/seal)
STATE OF GEORGIA )
G. ) ss.
COUNTYOF . winl)~ )
The fo.regoing ins~ment was acknowledged be~or~ me this -9-day of tlu'l/~k 20~0 by John.Cafaro as Vice President of Nextel South Corp" a
GeorgIa corporation, d/b/a Nextel CommUnICatIOns, on behalf of the corporatIOn. He IS personally known to me or haS produced
as identification.
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~/""':1..~~ ..A~'{ <<&... ~ ~ My commission expires '
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Site Number: A2E015-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 t I: 18 AM I Page 22
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Market: Central
, Site No.: FL2073B
Site Name: Gardena
MEMORANDUM OF AGREEMENT
EXHIBIT 1
DESCRIPTION OF LAND
to the Site License dated . , 2000, by and between, APT Tampa/Orlando, Inc" a Delaware corporation
as Licensor, and Nextel South Corp., a Georgia corporation, d/b/a Nextel Communications, as Licensee,
The Land is described and/or depicted as follows:
ltASC P A"ctl IS' lNalust\'cricss (ASOICHf
UCAl ouaP1lCJf UCAl OUC"lPnON
AU nlU f1IACl ~ pMcn or VoNO L~G IN SCCI1OI4 "...10Mf'llp JO. ALL YHA' TRAcI M "AIICQ. or UNO l 'flHC IN S('cnOlf JC, 10~1iJ'" 1
,oun4, lUHC( JO (AU, S(VNClll COUMfY. nOAOA, KING. A pOftI1Ol4 SOUYH. "AIle( 30 (A51. S(VlNO..( COUNrY, 'nOAIOA, IIONG A PMIlOIf
or LUl'lMu PAAlC ACCOflOlNC fO tH( PLAl YHUtor AI Il(CCJIW(D IN or lUfmu PM. ACCOItOIHC 10 tH( PU 1 YH(Mor AS 1ltCMl)(D IN
"Vol tooIc 1t~ PAC( 4'4, ornO-'L. MCo.os or SCVINCU COUNIY, PUI 800Il It, PAC( <<. ClnlO-'L. MCCAOS or S(VINOU COUtffY.
nOlmA, N40 lONG "Oft( p""nQA..."tALY DUCJlI8(]) AS 'WOWS: nMOA. N<<:J IOtlG VOA(. PAllnCU,AIILY DtSONIm AS '~o.ws:
COVUOfOtlC AT lH[ HMYHwtST (Xllqtof(1I or SAIO WTTRU "NIl(; .... COVVOfONC AT 1H( NOfltHWl{ST COANOI or SAID WTTR(l 'MI<:
YHOfa: SOU1M "~'IO" KST A OlSIAHa: or 151,00 ray 10 A ;.aNI: lHOft( SOUYH I'~"O' tl{Sf A OISIAHC( or 157 00 Fa, 10 A PON';
1HOfC( SOUYH 11~'!oO" (ASI A OIStAHa or 4UlO "-U fa n4t 'OINI noIt( SOUtH 71 'll"!oQ' USl A OIS UHCC or 44.00 ('([1 '0 ~ pOIN'
or I(~NINQ; noa NOI"H ".,.'10' (AS' A OlUANCf or SQ,OO ru, or '(OHNIN~ fH[Na CONnNU( SOUtt4 ?\",'SO' (AU A OlSIAlft(
10 A POINt: :tH(H(:( SOUtH "~':lO' (ASl A OISfANC( or '!lO,OO ('(('1 to or IS,II ('(n 11) A POINl. MNt( SOUtH 21""41' lIIII:SI A OlStANt( C
A pClIl": YHOfct SOUtH '.""'0' lIlUt A OlSlANC( or !lO.OO rut 10 A 17'1.11 rtn 11) A 1'01141: 1H(H(X SOUtH """'0. 1IlI(Sf A DlS1ANt( 01'
POINt: MN<< NOII1M ?\",'SO' 'lII(1f A OlSlANC( or )0.00 ('(n 11) tt4( 'Sl,12 nn 10 A "ClIfft 0If M NORMASn:"lY IIIc.4t-or-WAY IJH( 01'
pOINl or IKCIHNINC. ""It 11040 tI.. 4.)4; lliOfC( 17.'0 ('(n AlONe SJ,/O IIIOHt-or-WA'I' l'
ALONG l'H( Me or A C\M~, COtfCA~ to ntt NOR"".. H".....C A on fA
COIf'~G J.SOO 'OUAM ttn Oft O.OS1 ACMS ~0lU: ~ lLSS. ANClL or 00"1',.', A ItAIlItJS or ,.4".74 ('(n. A o~o elMING 01' .
NORtH .1n.t')s' W(.S', AHb A OtOAO or t7,to ttn 10 A pON'I: ~tNC
N~tH """'0' (1.51, OO'Mtlt4C SAIO ItIOH1-or-WAY .lJl<<. A .
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DISUHC( or 17..1. rt(t 10 fl4( POINl or KClHNlNC,
.tS' Ul"lcIlY (ASOI(H' 'A' CONTAINING 1,21t SOUAIt( rul 011 0.021 AeN: "Oft( Oft lL5S.
UGAl, DUalPnON
AU 1MAt tuct M "AAC(l or lAHO l WfC' IN S(CTIOH ", fOW4St.. JO
SOUni, !tANG( JO (AS I, SOIINOlC COUNIY. n.M10~ lONG A PMnON 1$' unulY (4$(V(N' '.-
or LUTf1Im PAM( A~OINC fO 1H( M.A' Mltror AS MCMO(D IN
.- PUt IOQI( It. PAc( .... orTla-'L. IIUXlflOS or SOIINOl[ OOUNfY, Uc:.Al DtSCAlPnON
nD'llOA, NfD ICINC A " rOOl MO( unulY (AS(UOf'. lllNG 1.S "-U
lD"T AHO flIon or YH( 'OUOOMHC OUOIMD conUUN(: AI.J. tHAt f1IACt Oft "MCQ. or lAHO l 'I1HC IN sccnOl4 .1e. to-'lSt.. 20
, SOUtH, !tANC( JO (ASf, S(V~ COUNrY, n.ORIOA, IONC A PMll<IN
COIN{NONC AT lH( HOIITl1M:St CMHtll or SAIO lUfTlt{l "'11I<; or lUtllUll 'MtC ACCOIIOINC to tH( Pl.At 1H(llt(or AS ~D, IN
tHOtel SOUYH l'-se',O' M:st " DIStANt( or '51,00 net 11) A POINt. pou.t IIOOIC 11. PAC!( 44, ornoAt. It(COllOS or. S(:IIINOL[ COVffN.
'\HOle( SOUtH 7nll'llIO' [ASt A DIstANt( or ".44 rtn 11) M PONt nOROA, AHa II(ING A 'S '001 Ml( U1lUN lASCUOn l nHG 1.SO ('(n
or lI[QlNNQ: 1M0fCt sounc It.,.,'... " A OlSTAHC( or "'.51 rut un ANO It!Oil or tH( ra.J..OllllNG DC SCftI8(l) aN ItIlUtl(;
10 A 'CllCt: 1H[NC( SOUnt '.~"O' W A lllSlANct or tJt,5f rUT TO COVV(NOHC Al tHe Nllfltt4'lt(Sl toRNtlt or SAIO w\'mfl PAIl1C:
A "OItCllWfO 1:&0 rut NOIUKASl'Ol\.Y or M HOIIIliWIOtlY
IIIOH1-or-WAY lPf( or sun: ItOAD N.. 434: lH(NCl 173.11 '([t,AlOlfO noct SOUtt4 I'~',o' 'lII(ST A OlSIAHC( or 15100 ru 1 10 A PaHl;
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rtn, A D4OIIO I(""..c or SOUtH .)1"02',,' (AS', AHO A OiORD or
173.11 m, TO ntt ..a.., or MWINAflON.
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Site Number. A2EOI5-B
Site Name: City of Winter Springs
Marleet TampalOrtando
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Market: Central
. Site No,; FL2073B
Site Name: Gardena
MEMORANDUM OF AGREEMENT ,
EXHIBIT 2
DESCRIPTION OF PREMISES
to the Site License dated , 2000, by and between, APT Tampa/Orlando, Inc., a Delaware corporation
as Licensor, and Nextel South Corp., a Georgia corporation, d/b/a Nextel Communications, as Licensee,
The Premises are described and/or depicted as follows:
Plans and Specifications (consisting of 2 pages) are attached hereto.
-. ".--- ,.....---.- ___...__ ... "'_h__'_,.__.__._._.._,_.. ....__.._ ~.. ..-_..._..__..... ___n._.._.... ......._..__...... "...._. __ _____.._~..~...__,__.________ .. .....__..____....... _ .______ .____..___...__.._ _____..__.,_. .,.._ ... ...,._. __.__. ___.. .u.___.,
Site Number. A2EOI5-B
Site Name: City of Winter Springs
Market: Tampa/Orlando 8/8/00 II: 18 AM / Page 24
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