HomeMy WebLinkAboutSecond Amendment
Augusta Richmond GA
DOCUMENT NAME: ~ o.m6'6~
DOCUMENTTYPE,~~~eJ\~
YEAR: 03
BOX NUMBER: \ C1
FILE NUMBER: Iv"lC\D
NUMBER OF PAGES: \~
Site Name: Augusta Airport
Site No: 1214
SECOND AMENDMENT TO CO-LOCATION LEASE AGREEMENT
THIS SECOND AMENDMENT TO CO-LOCATION LEASE AGREEMENT
(hereinafter referred to as the "Second Amendment") is made and entered into as of the
~ day of ~ ' 2003, by and between AUGUSTA, GEORGIA, by and through
the AUGUST.N AVIATION COMMISSION, an Instrumentahty of Augusta, GeorgIa,
hereinafter referred to as "LANDLORD," and VERIZON WIRELESS OF THE EAST, L.P.
d/b/a VERIZON WIRELESS, by Verizon Wireless of Georgia, LLC, Its General Partner,
by Cellco Partnership, Its Sole Member, hereinafter referred to as "TENANT."
WHEREAS, the Augusta Airport Commission, as lessor, and Price
Communications Wireless, Inc. (hereinafter "PCW"), as lessee, entered into that certain
Co-Location Lease Agreement dated September 1, 2001, as amended by Co-Location
Lease Agreement Amendment No.1 dated September 1, 2002 (collectively, the "Lease");
and .
WHEREAS, the Augusta Airport Commission was incorrectly identified as the
lessor in the Lease when in fact the lessor should have been identified as "Augusta,
Georgia, by and through the Augusta Aviation Commission, an instrumentality of
Augusta, Georgia, a political subdivision of the State of Georgia"; and
WHEREAS, PCW assigned its interest as tenant under the Lease to TENANT,
effective August 12, 2002; and
WHEREAS, LANDLORD and TENANT desire to amend the Lease In certain
particulars as set forth herein.
NOW, THEREFORE, for and in consideration of the sum of Ten and No/lOO
Dollars ($10.00) in hand paid and other valuable consideration, the receipt, adequacy and
sufficiency of all of which are hereby acknowledged, the parties do hereby agree as
follows:
1. LANDLORD and TENANT hereby agree to amend the Lease to delete all
references to "Augusta Airport Commission" and to replace them with the LANDLORD.
2. Section Sixteen of the Lease entitled Assignment: Subletting is hereby renumbered
as Section Seventeen to correct an error involving the duplication of Section numbers.
The remaining provisions of the Lease following the newly-renumbered Section
Seventeen, Assignment: Subletting, are hereby renumbered such that Section Seventeen
entitled Notice, becomes Section Eighteen, all the way through Section Twenty-Six
entitled Venue, which will be renumbered as Section Twenty-Seven.
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'.
3. Section One of the Lease entitled Leased Premises: Use of Leased Premises is
hereby deleted and replaced with the following:
"1. LEASED PREMISES. USE OF LEASED PREMISES:
LANDLORD hereby leases to TENANT space on the Tower to the extent
necessary to enable TENANT to erect, maintain, repair, replace and operate
the following and associated equipment, all for the purpose of a
communications facility and uses incidental thereto:
(a) Two (2) DB810 K antennas at the 70' level;
(b) Six (6) CSS SA-13-86 Panel Antennas at the 70' level;
(c) Flexible transmission lines and mounting and grounding
hardware between each antenna and the communications equipment, to be
anchored and installed in accordance with good and acceptable engineering
practices, including, without limitation, the right to run such lines and
other cables within the line space.
LANDLORD also leases to TENANT a fifteen foot by twenty foot
(15' x 20') area of building ("Communications Building"), located near the
base of the Tower, in which TENANT may install, without limitation and in
LANDLORD's reasonable discretion, and at TENANT's sole expense,
telecommunications equipment consisting of cellular base stations,
microwave equipment, cellular switches, power supplies, batteries and
accessories.
TENANT shall furnish to its unmanned equipment shelter electric
and telephone service for the operation of TENANT's communications
equipment. TENANT shall be solely liable for utility expenses relating to
its installation and equipment. TENANT's electrical service shall be
separately metered and TENANT shall be responsible for all costs
associated with metering, including the cost of installing any meter.
LANDLORD hereby grants a non-exclusive easement for ingress and
egress to the Leased Premises, the Tower and the Communications
Building during the term of this Agreement, seven (7) days a week, twenty-
four (24) hours a day, on foot or motor vehicle, including trucks, and for the
installation and maintenance of utility wires, poles, cables, conduits and
pipes over, under or along a right-of-way of varying width extending from
the nearest public right-of-way, Doug Barnard Parkway, to the Leased
Premises.
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TENANT shall use the Leased Premises for the purpose of
constructing, installing, maintaining, improving and operating, at
TENANT's expense, a communications facility, including antennae,
buildings, and incidental uses. TENANT shall not use the Leased Premises
for any other purpose without the express prior written consent of
LANDLORD. II
4. Section Two of the Lease entitled Term is hereby deleted and replaced with the
following:
"2. TERM: This Agreement shall be effective as of the date of
execution by both parties, provided, however, the initial term shall be for
five (5) years and shall commence on the Commencement Date (as
hereinafter defined), at which time rental payments will be due as set forth
in Section 3 hereof. The Commencement Date is defined as the first (1st)
day of the month following which the Second Amendment to Co-Location
Lease Agreement is executed by both parties thereto.
This Agreement shall automatically be extended for two (2)
additional five (5) year terms (the "Extension Terms") unless the TENANT
terminates the Agreement at the end of the then-current term by giving
LANDLORD written notice of the intent to terminate at least six (6)
months prior to the end of the then-current term."
5. Section Three of the Lease entitled Rental is hereby deleted and restated as
follows:
"3. RENTAL:
(a) Effective as of the Commencement Date, the annual rental
amount shall increase from the previous annual rental amount of Fifteen
Thousand Seven Hundred Fifty and No/100 Dollars ($15,750.00) by Two
Thousand Two Hundred Fifty and No/100 Dollars ($2,250.00), resulting in a
new annual rental amount of Eighteen Thousand and No/100 Dollars
($18,000.00) (the "Base Rent"), payable in monthly installments of One
Thousand Five Hundred and No/100 Dollars ($1,500.00), not later than the
tenth (10th) business day of the month. Unless otherwise noted the
TENANT shall make all rental payments to the LANDLORD at 1501
Aviation Way, Augusta, Georgia 30906, c/o Airport Director.
(b) The Base Rent shall be increased annually on each
anniversary of the Commencement Date based on the applicable increase
in the Consumer Price Index, as set forth herein. Commencing with the
first (1st) day of the first (1st) full calendar month following the first (1st)
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anniversary of the Commencement Date of this Lease, and thereafter on
the first (1st) day of the first (1st) full calendar month following each
successive anniversary of the Commencement Date (each an "Adjustment
Date"), the Base Rent shall be increased as hereinafter set forth in
Section (c) below to establish an adjusted Base Rent for the one (1) year
period commencing on such Adjustment Date (each an "Adjustment
Period").
(c) Base Rent shall be determined on each Adjustment Date for
the applicable succeeding Adjustment Period by adding to the Base Rent
payable immediately prior to such Adjustment Date the product obtained
by multiplying such Base Rent by the percentage increase in the
Department of Labor, Bureau of Labor Statistics, Consumer Price Index for
All Urban Consumers - South ("All Items") (1982-84 equals 100) (the
"Index") for the twelve (12) consecutive full calendar month periods
immediately prior to the applicable Adjustment Date. A decrease in the
Index for any such twelve (12) month period shall be deemed no change. In
no event shall the adjusted Base Rent for any Adjustment Period ever be
less than the Base Rent for the previous Adjustment Period.
(d) If at any time there is no Index, LANDLORD and TENANT
shall substitute such replacement index published by the United States
Bureau of Labor Statistics or by such successor or similar governmental
agency as may then be in existence and which shall be most nearly
equivalent to the Index."
6. Section Four of the Lease entitled Extension of Term IS hereby deleted and
replaced with "Intentionally Omitted."
7. Section Twelve of the Lease entitled Indemnification and Insurance IS hereby
deleted and restated as follows:
"TENANT agrees to indemnify and hold harmless LANDLORD from
any and all claims in any way related to or arising out of TENANT'S leasing
and use of the Leased Premises (including without limitation Tenant's use
of Hazardous Materials on or about the Leased Premises) or related to or
arising out of any damage or injury to property or persons, occurring or
allegedly occurring in, on or about the Leased Premises as a result of
TENANT'S use or occupancy of the Leased Premises, during the period
from the date of this Agreement to the end of the Lease Term (to include
any renewal terms), including reasonable attorneys' fees and expenses of
litigation incurred by LANDLORD in connection therewith; excepting,
however, such claims as may be due to or caused by the acts or omissions of
the LANDLORD, or its servants or agents. TENANT further agrees that
the foregoing agreement to indemnify and hold harmless applies to any
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claims for damage or injury to any individual employed or retained by
TENANT in connection with the erection, operation, maintenance and/or
repair of its communications equipment.
To the extent allowed by law, LANDLORD shall indemnify and hold
TENANT harmless against any claim of liability or loss from personal
injury or property damage resulting from or arising out of the use and
occupancy of the Leased Premises by LANDLORD, its servants or agents,
excepting, however, such claims or damages as may be due to or caused by
the acts or omissions of TENANT, or its servants or agents; provided,
however that LANDLORD does not hereby waive any governmental
immunity available under Georgia law nor any defense of the parties under
Georgia law. For purposes of this section, "LANDLORD" shall include
Augusta, Georgia, Augusta-Richmond County Commission, and all officers,
elected officials, agents, representatives and employees of same, and
"Hazardous Materials" means any and all polychlorinated biphenyls,
petroleum products, asbestos, urea formaldehyde and other hazardous or
toxic materials, wastes or substances, any pollutants, and/or contaminants,
or any other similar substances or materials which are defined or identified
as such in or regulated by any Federal, state or local laws, rules or
regulations (whether now existing or hereinafter enacted) pertaining to
environmental regulations, contamination, clean-up or any judicial or
administrative interpretation of such laws, rules or regulations or any
substances that after release into the environment and upon exposure,
ingestion, inhalation or assimilation either directly from the environment or
directly through food chains will or may reasonably be anticipated to cause
death, disease, behavior abnormalities, cancer or genetic abnormalities.
Without limiting the foregoing, TENANT further agrees to maintain
at all times during the term hereof, at TENANT'S expense, comprehensive
general and public liability insurance coverage against claims for personal
injury, death and/or property damage occurring in connection with the use
and occupancy of the Leased Premises or arising out of its ownership,
improvement, repair or alteration of the Leased Premises, with limits of
coverage of not less than $500,000.00 for personal injury (including death)
per person and $1,000,000.00 per occurrence and not less than $500,000.00
for property damage. The cost of premiums for all policies of insurance
required by this Agreement shall be paid by TENANT.
All policies providing insurance coverage required to be maintained
by TENANT hereunder shall list LANDLORD, TENANT and their
respective officers, agents, members, employees and successors as
additional insureds, as their interests may appear, and shall be issued by
an insurance carrier or carriers licensed to do business in the State of
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Georgia. No insurance policy providing any insurance coverage required to
be provided by TENANT hereunder shall be cancelable without at least
thirty (30) days' advance written notice to LANDLORD. TENANT shall
provide the LANDLORD with a certificate of insurance evidencing the
coverages set forth herein and naming the LANDLORD as additional
insured. "
8. Section Thirteen of the Lease entitled Contingencies is hereby deleted and restated
as follows:
"13. CONTINGENCIES: It is understood and agreed that
TENANT'S ability to use the Leased Premises is contingent upon its
obtaining and maintaining all of the certificates, permits and other
approvals (collectively the "Governmental Approvals") that may be required
by any Federal, state or local authorities, as well as satisfactory soil boring
tests which will permit Lessee's use of the Leased Premises as set forth
herein. In the event that any applications for such Governmental
Approvals should be finally rejected or if any Governmental Approval
issued to TENANT is cancelled, expires, lapses or is otherwise withdrawn
or terminated by governmental authority, or soil boring tests are found to
be unsatisfactory so that Tenant, in its sole discretion, will be unable to use
the Leased Premises for its intended purposes, or the TENANT determines
that the Leased Premises are no longer technically compatible with the use
which TENANT has made, through no action or fault of TENANT,
TENANT shall have the right to terminate this Agreement by giving ninety
(90) days' advance written notice to LANDLORD. Said termination shall
release LANDLORD and TENANT from all further obligations set forth
herein one to the other. In such event, TENANT shall promptly remove, at
TENANT'S sole expense, its antenna and all other equipment and lines
installed by or for the benefit of TENANT."
9. Section Fourteen of the Lease entitled Default is hereby deleted in its entirety and
the following is inserted in lieu thereof:
"14. DEFAULT: Should TENANT fail to pay when due rent or any
other amounts owed LANDLORD hereunder after fifteen (15) days' written
notice and demand, or should TENANT fail to cure any breach of any other
provision of this Agreement after sixty (60) days' written notice and
demand, LANDLORD may terminate the Agreement immediately, without
further notice, and require TENANT to remove, or cause to be removed, all
of TENANT'S equipment. TENANT shall, in such event, remain liable for
any and all costs incurred for removal of TENANT'S antennas,
transmission lines and associated equipment from LANDLORD'S Tower
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and for removal of associated structures from space provided. LANDLORD
shall not be liable for any damage to such equipment during its removal."
10. Section Fifteen of the Lease entitled Surrender of Premises is hereby deleted and
restated as follows:
"15. SURRENDER OF PREMISES: Upon expiration or
termination of this Agreement, TENANT, at its own cost and expense,
shall completely remove or have removed, up to three feet (3') below
grade, all of its communications equipment, including antenna and
associated mounting brackets, transmission equipment, concrete
foundations, fences and other associated structures (excluding the
Tower), and shall restore the Leased Premises to its original above-grade
condition, ordinary wear and tear excepted. If such time for removal
causes TENANT to remain on the Leased Premises and Tower after the
termination or expiration of this Agreement, TENANT shall pay rent at
the then existing monthly pro-rata basis, until such time as removal of
TENANT'S personal property and fixtures are completed."
11. Section Sixteen of the Lease entitled Interference is hereby deleted and restated as
follows:
"16. INTERFERENCE:
(a) TENANT'S equipment shall not cause stray currents that will
in any way damage the integrity of the Leased Premises.
(b) TENANT agrees to install equipment of types and frequencies
which will not cause measurable interference to LANDLORD or other
occupants of the Leased Premises which are in place on the Tower as of the
date of this Agreement. If requested by LANDLORD, TENANT shall
provide detailed RF interference analysis showing potential conflicts
between TENANT'S frequencies and those of LANDLORD or other
occupants already in place on the Tower. In the event TENANT'S
equipment causes such interference, TENANT shall take steps necessary to
correct and eliminate the interference.
(c) In the event LANDLORD enters into lease or license
agreements with others for the Leased Premises, then LANDLORD agrees
to require such lessees or licensees to install equipment of types and
frequencies that will not cause interference to TENANT'S communications
operations being conducted on the Leased Premises. LANDLORD agrees
that in the event such lessee or licensee causes interference with
TENANT'S equipment, LANDLORD shall require such lessee or licensee to
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take all steps reasonably necessary to correct and eliminate the
interference.
Cd) The parties acknowledge that there will not be an adequate
remedy at law for non-compliance with the provisions of this Section and
therefore, either party shall have the right to specifically enforce the
provisions of this Section in the Superior Court of Richmond County."
12. Subsection (a) of Section Seventeen of the Lease entitled Assignment: Subletting is
hereby deleted and restated as follows:
"(a) This Agreement may be sold, assigned or transferred by the
TENANT without any approval or consent of the LANDLORD to
TENANT'S principal, affiliates, subsidiaries of its principal or to any entity
which acquires all or substantially all of TENANT'S assets in the market
defined by the Federal Communications Commission in which the Leased
Premises is located by reason of a merger, acquisition or other business
reorganization. As to other parties, this Agreement may not be sold,
assigned or transferred without the written consent of the LANDLORD,
which such consent will not be unreasonably withheld or delayed."
The provisions of subjections (b) and (c) of Section Seventeen of the Lease shall
remain the same.
13. Section Eighteen of the Lease entitled Notice is hereby amended so that the
TENANT'S address is deleted and replaced with the following address information:
"As to the TENANT:
Verizon Wireless of the East, L.P.
d/b/a Verizon Wireless
180 Washington Valley Road
Bedminster, New Jersey 07921
Attn: Network Real Estate"
14. The following Section entitled Rights Upon Sale is hereby added to the Lease as
Section Twenty-Eight:
"28. RIGHTS UPON SALE: Should the LANDLORD, at any time
during the term of this Agreement, decide to sell all or any part of the
Leased Premises to a purchaser other than TENANT, such sale shall be
under and subject to this Agreement and TENANT'S rights hereunder, and
any sale by the LANDLORD of the portion of the Leased Premises
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underlying the right-of-way herein granted shall be under and subject to
the right of TENANT in and to such right-of-way."
15. The following Section entitled Quiet Enioyment is hereby added to the Lease as
Section Twenty-Nine:
"29. QillET ENJOYMENT: LANDLORD covenants that TENANT,
on paying the rent and performing the covenants shall peaceably and
quietly have, hold and enjoy the Leased Premises, expressly subject to the
provisions of Section 33 herein."
16. The following Section entitled Title is hereby added to the Lease as Section Thirty:
"30. TITLE: LANDLORD covenants that LANDLORD is seized of
good and sufficient title and interest to the Leased Premises and Premises
and has full authority to enter into and execute this Agreement, subject to
matters of record."
17. The following Section entitled Subordination and Non-Disturbance is hereby added
to the Lease as Section Thirty-One:
"31. SUBORDINATION AND NON-DISTURBANCE: At
LANDLORD'S option, this Agreement shall be subordinate to any mortgage
or other security interest by LANDLORD which from time to time may
encumber all or part of the Leased Premises or right-of-way; provided,
however, every such mortgage or other security interest shall recognize the
validity of this Agreement in the event of a foreclosure of LANDLORD'S
interest and also TENANT'S right to remain in occupancy of and have
access to the Leased Premises and right-of-way as long as TENANT is not
in default of this Agreement. TENANT shall execute whatever instruments
may reasonably be required to evidence this subordination clause. In the
event the Leased Premises are encumbered by a mortgage or other security
interest, the LANDLORD immediately after this Agreement is executed,
will obtain and furnish to TENANT, a non-disturbance agreement for each
such mortgage or other security interest in recordable form. In the event
the LANDLORD defaults in the payment and/or other performance of any
mortgage or other security interest encumbering the Leased Premises,
TENANT, may, at its sole option and without obligation, cure or correct
LANDLORD'S default and upon doing so, TENANT shall be subrogated to
any and all rights, titles, liens and equities of the holders of such mortgage
or security interest and the TENANT shall be entitled to deduct and setoff
against all rents that may otherwise become due under this Agreement the
sums paid by TENANT to cure or correct such defaults."
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18. The following Section entitled Casualty is hereby added to the Lease as Section
Thirty-Two:
"32. CASUALTY: In the event of damage by fire or other casualty
to the Leased Premises that cannot reasonably be expected to be repaired
within forty-five (45) days following same or, if the Leased Premises are
damaged by fire or other casualty so that such damage may reasonably be
expected to disrupt TENANT'S operations at the Leased Premises for more
than forty-five (45) days, then TENANT may, at any time following such
fire or other casualty, provided LANDLORD has not completed the
restoration required to permit TENANT to resume its operations at the
Leased Premises, terminate this Lease upon fifteen (15) days' written notice
to LANDLORD. Any such notice of termination shall cause this Lease to
expire with the same force and effect as though the date set forth in such
notice were the date originally set as the expiration date of this Lease and
the parties shall make an appropriate adjustment, as of such termination
date, with respect to payments due to the other under this Lease.
Notwithstanding the foregoing, all rental shall abate during the period of
such fire or other casualty."
19. The following Section entitled Terminal Relocation is hereby added to the Lease as
Section Thirty-Three:
"33. TERMINAL RELOCATION. TENANT acknowledges that at
some point during the term of this Agreement, LANDLORD may undertake
to relocate the existing airport terminal at Augusta Regional Airport at
Bush Field and that such relocation might require the removal of the
Tower (hereinafter the "Terminal Relocation"). Immediately following the
LANDLORD'S determination that it is necessary for the LANDLORD to
dismantle the Tower for purposes of the Terminal Relocation, LANDLORD
shall provide not less than nine (9) months' advance written notice (the
"Notice Period") to TENANT of such Terminal Relocation necessitating the
removal of the Tower (the "Relocation Notice"). Upon receipt of the
Relocation Notice from LANDLORD, TENANT shall have the Notice Period
within which to either (i) terminate this Agreement by providing written
notice thereof to LANDLORD, or (ii) elect to continue this Agreement and
install, at TENANT's sole cost and expense, its communications equipment
on a cellular-on-wheels ("COW") facility having a height equal to or less
than the height of the Tower, located on suitable alternative property
provided by the LANDLORD and acceptable to the TENANT, within a one-
mile radius of the Tower and owned by the LANDLORD or by another
branch, subdivision, department or agency of Augusta, Georgia (the
"Replacement COW Site"). LANDLORD shall ensure that the Replacement
COW Site is properly zoned and otherwise permits use as the Replacement
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COW Site. LANDLORD shall permit TENANT to operate its
communications equipment upon the Replacement COW Site in a manner
similar to the manner in which it operated its communications equipment
under the Agreement, until the expiration of the term of the Agreement;
provided, however, that TENANT shall have the right (but not the
obligation) at any time after such relocation to either terminate this
Agreement by providing not less than six (6) months' advance written
notice to Landlord or to obtain an alternative permanent location for
TENANT'S communications facilities and to move TENANT'S equipment
at TENANT'S sole cost and expense to such permanent location, and in
connection with such move, to terminate this Agreement by not less than
six (6) months' advance written notice to LANDLORD. In the event
TENANT elects to proceed pursuant to subsection (ii) hereinabove, this
Agreement shall apply to the Replacement COW Site.
LANDLORD agrees to keep TENANT informed of the scheduled
date upon which the Tower will be dismantled for purposes associated with
the Tower Relocation. In the event the actual dismantling of the Tower has
not commenced by the date that is ninety (90) days prior to the expiration
of the Notice Period, then in such event the date for removal of TENANT's
communications equipment from the Tower shall be extended such that
TENANT shall have not less than ninety (90) days' advance written notice
before actual dismantling of the Tower begins."
20. All remaining provisions of the Lease shall remain in full force and effect as to all
other terms and conditions, and shall remain binding on LANDLORD and TENANT
hereto. Except as specifically amended hereby, the Lease is hereby ratified and affirmed.
21. The Lease and this Second Amendment contain all agreements, promises or
understandings between LANDLORD and TENANT and no verbal or oral agreements,
promises or understandings shall be binding upon either LANDLORD or TENANT in any
dispute, controversy or proceeding at law, and any addition, variation or modification to
the Lease and/or this Second Amendment shall be void and ineffective unless made in
writing and signed by LANDLORD and TENANT. In the event any provision of the
Lease or this Second Amendment is found to be invalid or unenforceable, such a finding
shall not affect the validity and enforceability of the remaining provisions of the Lease or
this Second Amendment.
(Remainder of the Page Intentionally Left Blank)
(Signatures Commence on Next Page)
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IN WITNESS WHEREOF, the parties hereto have executed this Second
Amendment under seal as of the date set forth below.
Sworn to, signs.d, sealed and LANDLORD:
delivered this ~\p <:lay of~ '
2003 in the presence of, AUGUSTA A ~N COMMISSION
,^~<k~ ~y, (]Jk _. tM
Unofficial Witness .
Print Name:
ubllc,c.
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.My'Commission ~expires:
- ~ ~ .~ ~
~.. ~}<.~ . (Noii\RYSEAL)
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Title:
Chairman
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My Commission expires:
Notary Public, Columbia County, Georgia
My ~1~~:)l, 2006
Title: Clerk
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Sworn to, signed, sealed. and TENANT:
delivered this 2J:L day of .fl.pN..~. ,
2003, in the presence of: VERIZON WIRELESS OF THE EAST, L.P., d/b/a
Verizon Wireless
~~
Unofficial Witness
~~twM ~
Notary Public By: CELLCO PARTNERSHIP, Its Sole
I I Membe!r0~
My Commission expires:) 4 0 ~
By'
(NOTARY SEAL) ~T21:rgl~~~~ CAROUNA . Howard H. Bower
CABARRUS COUNTY Area Vice President - Network,
CATHARINE LAWSON South Area
MY COMMISSION EXPIRES
ATLl #551886 v8\086510.000~UARY 4, 2005
By: VERIZON WIRELESS OF GEORGIA, LLC,
Its General Partner
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AFTER RECORDING. RETURN TO:
HOLLAND & KNIGHT LLP
SUITE 2000, ONE ATLANTIC CENTER
1201 W. PEACHTREE STREET N.E.
ATLANTA, GEORGIA 30309'3400
ATTN: CAROLYN A. SEABOLT, ESQUIRE
OWNER'S REFERENCE NAME:
AUGUSTA/AUGUSTA AIRPORT
SITE No.: 1214
MEMORANDUM OF CO-LOCATION LEASE AGREEMENT
THIS MEMORANDUM OF CO-LOCATION LEASE AGREEMENT made
,
thisL day of t1fl~ ' 2003, by and between AUGUSTA, GEORGIA, by
and through the AUGUSTA AVIATION COMMISSION, an instrumentality of
Augusta, Georgia, a political subdivision of the State of Georgia, whose address is
1501 Aviation Way, Augusta, Georgia 30906'9600 ("Landlord"), and VERIZON
WIRELESS OF THE EAST, L.P. d/b/a VERIZON WIRELESS, a Delaware limited
partnership, by Verizon Wireless of Georgia, LLC, its General Partner, by Cellco
Partnership, its Sole Member, whose address is 180 Washington Valley Road,
Bedminster, New Jersey 07921-2123 ("Tenant").
WIT N E SSE T H:
FOR VALUABLE CONSIDERATION, Augusta Airport Commission entered
into that certain Co-Location Lease Agreement with Price Communications
Wireless, Inc. ("PCW") dated September 1, 2001, as amended by Co-Location Lease
Agreement Amendment No. 1 dated September 1, 2002, as amended by Second
Amendment to Co' Location Lease Agreement dated , 2003, as
assigned with respect to the tenant's interest from PCW to Tenant effective August
12, 2002 (hereinafter collectively the "Lease"), leasing to Tenant, all or part of the
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real property and improvements thereon located in Augusta, Richmond County,
Georgia, at Augusta Regional Airport at Bush Field, and antenna space on that
certain telecommunications tower located thereon, as more particularly described
on Exhibit A attached hereto and incorporated herein by this reference, for a five (5)
year term, as extended by two automatic renewal terms of five (5) years each, upon
the consideration, terms, covenants, conditions, limitations and restrictions set
forth in such Lease. The Lease includes the right of Tenant to remove any
equipment installed by Tenant as permitted by said Lease.
The Landlord was incorrectly identified in the Lease as "Augusta Airport
Commission" but should have instead been identified as "Augusta, Georgia, by and
through the Augusta Aviation Commission, an instrumentality of Augusta, Georgia,
a political subdivision of the State of Georgia." The Lease has been amended to
correct the identity of the Landlord to reflect the foregoing.
The parties acknowledge that fee simple title to Augusta Regional Airport at
Bush Field was vested in the City Council of Augusta by virtue of a Warranty Deed,
dated October 8, 1958, filed and recorded October 9, 1958 in Deed Book 25- N,
Page 1, Richmond County, Georgia records, and by virtue of a Quitclaim Deed,
dated May 19, 1961, flied and recorded May 20, 1961 in Deed Book 27-P, Page 250,
aforesaid records. The parties further acknowledge that, pursuant to Georgia
House of Representatives Bill 805 enacted by the General Assembly of Georgia
effective March 27, 1995, as Act 64, 1995 Georgia Laws, Page 3648, as subsequently
amended (the "Act"), the City Council of Augusta consolidated with Richmond
County, resulting in the creation of the Augusta-Richmond County Commission-
Council (the "Commission"). The Act was subsequently amended to change the
name of the Commission to "Augusta-Richmond County Commission." The Act was
further amended to designate the name of the consolidated government as
"Augusta, Georgia." Pursuant to the Act, Augusta, Georgia, as the consolidated
government, is subject to all of the rights, powers, duties and obligations previously
vested in the governing authorities of the City of Augusta and Richmond County,
such that Augusta, Georgia succeeded to the City Council's fee simple ownership
interest in and to the Augusta Regional Airport at Bush Field.
The terms and provisions of the Lease are hereby incorporated herein with
the same force and effect as if fully set forth herein. A copy of the Lease is available
from either party hereto at their above-stated respective address.
- 2 .
IN WITNESS WHEREOF, Landlord and Tenant have signed and sealed this
Memorandum of License as of the date and year first above written.
Signed, sealed and delivered in the LANDLORD:
presence of.
~~
Unofficial Witness
AUGUSTA AVIATION COMMISSION
rry~<f~
Print Name:
~- ~t.
-, .,' 1\:1y comnii~si6,n expires:
. ,
Title: Chairman
(SEAL)
f~ .-
~.<
(NOTARY SEAL)
;;,,/' ~
.
Attest:
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Print Name:
-
L#JJIJ (T /Ja<.J3~B., -
~.
My Commissio~exp'rres:
NOtatY Public, Columbia County, Georgia
My ~m~~mtXi}' 2006
Title: Clerk
"';
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"-
"
Signed, sealed and delivered in the TENANT:
presence of
~~
Unofficial Witness
VERIZON WIRELESS OF THE EAST, L.P., clIb/a
Verizon Wireless
By: VERIZON WIRELESS OF GEORGIA, LLC,
Its General Partner
Notary Public
By: CELLCO PARTNERSHIP, Its Sole
My commission expires: Membe~
NOTARY PUBLIC /.
(NOTARY SEAL)STATE OF NORTH CAROllN}i.\y: /-
CABARRUS COUNTY Howard H. Bower
CATHARINE LAWSON Area Vice President - Network,
MY COMMISSION EXPIRES South Area
JANUARY 4. 2005
ATLl #534753 v6\086510.00003
. 3 .
EXHIBIT "A"
Sile 026-028.6.. BUSH FIELD AIRPORT .
Being the' area sh"wn and delineated as the "Lease Paicel" on the LcllSe Exhibit of. Site
02~~028A BUSH FIELD AIRPORT prepUcd for BellSoutli Mobility, DCS by Piedmont.
Olsen Hensley. dated October 28, 1997, and atbchcd hereto and mn.c!e a paI1 hereof
("L~e E:thibitj,'sueh Lease Parcel ~ing a portion (or portions) of the real property or
. the City of Augusta., lIS su'ch renl property is knoWn as the Bush Field Airport with no
recorded deed in evidence, Ric1uriond County, Gl':Orgia. .
. Toget~~ ~~tli a non~:':ciU!!"!e ~=e:lt fir ~tiHti= :..",:d for ingress,. ~grQS cu.J
~ess for pedestrians and vehicular access to full Lease Parcel, as shov:"l and delinealed
as thc "Access nnd Utility M:Un\enance Easement" on the ~~ Exhibit .
Together-with II utility CtlSancn\ across the llU1ds of the lessor in II location
rea.sonllbly designated by the Tenant, or the utility Jirovidr:t instalwig the service, so kS fo
~!!.'..r!~~'~!~~~.:!! ~.~~ ~ !h~ ! .~~ P:t.~1 ~nffit."!~! t~ ~t~ !~~. i.-n~'.'~:;:~ :f
Tenant.(I'1 the Lease P:u-...e1. . ,
S:\Trinity Trtle\DOCS\44427c.Ooc
TTIA File No.: 44427
Augusta I Augusta Airport
716101
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ACCESS &. UHLlN
I,IAIN1U~CE
EASEMENT
AREt."'24.571 SQ. n.
-POB FOR ACCESS <<
1J1lUi'Y MAINTENANCE
EASD4EWi .
NORTHINGc 1 2269 \ 2.44
EASTlNGc 7 H 166.22
o 200' ~oo' &..\1'
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SCAlI IN rm I' = 200'
EXHIBIT "A", c,Qnfd
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Q Q. I AIRPORT
LOCAT""'.. _'J.P (N.~.S.)
14'20'26"
113.62'
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SCALE: I" :'30'
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LINE NOT SURVL'rED
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t. . RlUJST,! REG I ~ A I RPORT
To tMc..c 0 U
Bardnard Pkwy.
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PHONE NO. : 706 7981551
Jul. 17 2002 12:48PM P1
Exhibit "A"
Legal Description
of Property
An area located on Richmond County Tax Map 159, Parcel 2, known as
Bush Field. Bounda,ries described in Deed Book 388. Page 1320. Site is
located on fonner weather radar tower and equipment shelter.
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Old Radar
Tower
U.s. Wea~her Service
----
Equipment
Shelter
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Parking lot:.
1 Easement Route _ J
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Parking lot
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Airport Tower