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HomeMy WebLinkAboutLICENSE TERMINATION AGREEMENT (UTILITIES)Site ID: 026-213 Maddox Site Address: 3936 Belair Rd , Augusta, GA LICENSE TERMINATION AGREEMENT THIS LICENSE TERMINATION AGREEMENT (the "Agreement") is made and entered into as of the day of , 2012 by and between Au usta Utilities hereinafter referred t as "LICENSOR", and New Cingular Wireless PCS, LLC, a Delaware 1 mi ed liability company, its affiliates and successors that elect to participate whose business address is 12555 Cingular Way, Suite 1300, Alpharetta, GA 30004 hereinafter referred to as "LICENSEE". WITNESSETH: WHtilttAS, LICENSOR and LICENSEE entered into a License Agreement dated August 5, 2003 a copy of which is attached hereto as Exhibit "A"; n WHEREAS, LICENSEE and LICENSOR have agreed and desire to terminate the License; NOW, THEREFORE, in c nsideration of th mutual covenants herein contained and ther good and valuable c nsiderati , the receipt and sufficiency of which ar hereby acknowledged, the parties mutually agree as follows: - 1- The parties agre th t the License shall be and the same is hereby revoked and terminated in its entirety and the Licensed term thereby demised is hereby brought to an end effective at the signing of this Agreement. - 2 - LICENSOR agrees that simultaneously with the execution of this Agreement that LICENSEE shall execute and enter into that certain •Licens Agr ement (as Licensee), attached hereto as Exhibit "B", wit Utility Service Communications, Co. Inc., (as Licensor), for the same property as described in each agreement. -3-- Site I • 026 213 Maddox Site Address: 3936 Belair Rd., Augusta, GA LICENSOR and LICENSEE hereby release and discharge each her from any and all claims that ach party has or may have against the other a ising ut of or resulting from the License. -4- That the arties hereto represent nd w rrant that the fficers and /or repres ntatives executin this Agreement have the full and complete authority to do so and each party agrees to indemnify the other from and against any liability, loss or damages resulting fr m the failure of such officers and or re r s ntatives having the uthority t execute this Agreement. We will hold each other mutually harmless for the perf rmance of the contracts and termination f the same. -6- -5- Licensor agrees to reimburse to Licensee the annual rent lr dy paid for th perio September 1, 2012 through August 31, 2013 within 60 days of ful execution of :this Agreement. Remainder of page left blank intentionally Site ID: 026 -213 Maddox Site Address: 3936 Belair Rd. Augusta, GA IN WITNESS WHEREOF, LICENSOR and LICENSEE have executed this A reement s f the day and year first ab ve written. WITNESSES: 4EL-49 (4) gz.,if (witn ss #1) STATE OF �1L & 2 L&) COUNTY OF L ) THE forgoing instrument was acknowledged before me this /Q d a Y (T/ OUA? v 2 012 by k 1Wl D C'OPWHAV02, a f I. UIS 774, 6A1 • Pri q 416 Its: LICENS �"" 4 Ausgtst� Util t ,ies (-- //1/2.A.0 (.C /ft9 CIA-C 61i (SEAL) Notary Notary Public for Commission Expires: bAV1 COp1 /i,41/2 MAYO12 ACKNOWLEDGEMENT Site ID: 026 -213 Maddox Site Address: 3936 Belair Rd., Augusta, GA IN WITNESS WHEREOF, LICENSOR and LICENSEE have executed this Agreement as f the day and yea first above written. 7 (witness #1) t yam (witness #2) STATE OF COUNTY OF Notary Public LICENSEE: New Cingular Wireless PCS, LLC, By: AT &T Mobility Corporation Its: Manager e Print Name: erry R. Kilgore Its: Area Manager Construction & Engineering Date. I I Z Commission Expires: ACKNOWLEDGEMENT THE forgoing instrument was acknowledged before me this b day f\ c_, L— 2 012 by Terry R. Kilgore as l 4 LA-) c s PGs Area Mgr Coast & Engrg f (SEAL) Site ID: 026 -213 Maddox Site Address: 3936 Belair Rd., Augusta, GA EXHIBIT A Attach copy of the License Agreement Tank Name & No.: Augusta Utilities Location: 3936 Belair Road Carrier Name: Maddox Carrier LD.: 026 -213A CO- LOCATION LICENSE AGREEMENT THIS CO- LOCATION LICENSE AGREEMENT (the "Agreement ") is entered into this 5 r day of _, �.oa by and between AUGUSTA, GEORGIA (hereinafter refer4'ed � to as "LICENSOR ") and BELLSOUTH PERSONAL COMMUNICATIONS, LLC, a Delaware LLC, dba CINGULAR WIRELESS (hereinafter referred to as "LICENSEE "). WHEREAS, LICENSOR owns a certain parcel of property located at 3936 Belair Road, Augusta, Georgia, which property is more specifically described in Exhibit "A" attached hereto and made a part hereof (the "Premises "), and LICENSOR owns a water tank (hereinafter referred to as the "Tank ") erected on the Premises; and WHEREAS, LICENSEE desires to License certain designated space on the Premises and the Tank (the "Licensed Premises "). NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, do hereby agree as follows. 1. LICENSED PREMISES; USE OF LICENSED PREMISES: LICENSOR hereby grants permission to LICENSEE to erect, maintain, repair, (within the square footage allowed under the terms of this Agreement) and operate the following communications equipment ( "Equipment "), described in greater detail on Exhibit "B" attached hereto, for the purpose of a communications facility and uses incidental thereto: (a) Up to 9 antenna(s) at 115' AGL on the Tank. (b) Up to 12 flexible coaxial transmission lines and /or wave-guide(s) between antenna(s) and radio equipment anchored to the Tank. (c) Radio transmission equipment consisting of a transmitter /receiver operating at a frequency of 1965 -1970 MHz TX 1885 -1890 MHz RX using call letters KNLH473 assigned by the FCC, and accessories to be installed in LICENSOR's equipment shelter near the base of the Tank ('Equipment Shelter") or the LICENSEE's equipment shelter, if any ( "'LICENSEE's Equipment Shelter"), provided that LICENSEE hereby covenants and agrees that it will not construct an equipment shelter or any other improvement on the Premises without LICENSOR's prior written approval. No outside storage of any kind at the Premises is permitted by this Agreement without the prior consent of the LICENSOR. LICENSEE shall furnish, to its unmanned equipment shelter, electric and telephone ._ service for the operation of LICENSEE's Equipment. LICENSEE shall be solely liable for - utility expenses relating to its installation and equipment. LICENSEE's electrical service shall be separately metered and LICENSEE shall be responsible for all costs associated with metering, including the cost of installing its meter or multi gang meter. LICENSEE shall use the Licensed Premises for the purpose of constructing, installing, maintaining, repairing, and operating, at LICENSEE's expense, a communications facility, including antennas, buildings, and incidental uses. LICENSEE shall not use the Licensed Premises for any other purpose without the express prior written consent of LICENSOR. 2. TERM: The term of this Agreement shall commence on the earlier of the start of the installation of the LICENSEE's equipment or September 1, 2003 ( "Commencement Date "), and shall continue for a period of five (5) years ( "Initial Term "), with two (2) additional five (5) year renewal terms ( "Renewal Terms "). The Renewal Terms shall commence automatically without further action on the part of LICENSOR or LICENSEE; provided, however that either party may terminate this Agreement at the expiration of the Initial Term or at the expiration of any Renewal Term by giving the other party not less than six (6) months written notice. This Agreement may be terminated at any time by LICENSEE with sixty (60) days written notice to the LICENSOR, providing that LICENSEE shall pay to LICENSOR on or prior to the date of such termination of this Agreement a sum equal to seventy percent (70%) of the aggregate regular license fees that would be due hereunder during the remaining term of this Agreement or twelve (12) months site fees, whichever is less. 3. FEES: Beginning as of the Commencement Date of this Agreement, as defined in Paragraph 2 above, LICENSEE shall pay as an annual "License! Fee, in advance, the sum of Twenty One Thousand Six Hundred and 0 /100 Dollars ($21,600.00). Said sum shall be paid by LICENSEE on the anniversary of the Commencement Date each year thereafter throughout the term of this Agreement. Effective on the anniversary of the Commencement Date of this Agreement and each anniversary thereafter of the Initial Term and any Renewal Term, the then current License Fee payable by the LICENSEE to the LICENSOR shall be increased by an amount equal to three percent (3 %) over the total License Fee payable by the LICENSEE for the preceding twelve (12) month period. In addition to the License Fee payable by LICENSEE hereunder, LICENSEE shall pay to LICENSOR a non- refundable application fee of $2500.00, per tank, per application 2 due upon LICENSOR's receipt of application for co- location. Additionally, - as compensation to LICENSOR for processing and execution of this Agreement, LICENSEE shall pay to LICENSOR a non- refundable fee of $2500.00 within thirty (30) days of full execution of this Agreement. Any License Fee, or any other additional fees set forth herein, shall be due and payable, without necessity of a demand or invoice by LICENSOR, as specified herein and LICENSEE shall pay an additional charge of five percent (5 %) of the applicable fee made more then fifteen (15) days after the due date. The License Fee for any Renewal Terms shall be payable in the same manner as the License Fee for the Initial Term. Address Remittance is Received From: Cingular Wireless 6100 Atlantic Blvd. Mail Code GANO2 Norcross, Ga. 30071 Address Remittance is Payable To: Augusta Utilities C/o Steve Lithe 360 Bay St. Suite 180 Augusta, Ga. 30901 To ensure proper credit of remittance, please include the Licensed Premises name, address and 1.D. number, which is: 3936 Belair Rd. 4. TANK STUDIES: LICENSEE shall be solely responsible for conducting any and all Tank studies necessary to determine the feasibility of Tank loading due to LICENSEE's installation. A Gross Structural analysis, performed by a qualified structural engineer, of sufficiency to confirm the structural integrity of the Tank to accommodate LICENSEE's equipment is required, at the LICENSEE's expense, and shall be submitted to LICENSOR for approval, which shall not be unreasonably withheld or delayed. Should Tank modification be required in order to accommodate the installation of LICENSEE's Equipment upon the Tank, the cost of all such modifications shall be borne by LICENSEE. LICENSEE shall submit plans and specifications to LICENSOR for written approval, not to be unreasonably withheld or delayed, prior to commencement of any modification of the Tank in accordance with this Paragraph 4. 3 4 5. APPROVALS: LICENSEE is responsible for obtaining all necessary - Federal, State and local governmental approvals. 6. INSTALLATION: LICENSEE shall install, maintain, repair, modify and operate its Equipment during the term hereof in compliance with all present and future laws, rules and regulations of any local, State or Federal authority having jurisdiction with respect thereto, including without limitation, the rules and regulations of the Federal Communications Commission ( "FCC "), the Federal Aviation Administration ( "FAA ") and the Occupational Safety and Health Administration ( "OSHA "). LICENSEE shall attach as Exhibit "C" to this Agreement copies of all FCC operating licenses, and copies of other licenses or permits, which it has been issued pertinent to this Agreement. Prior to the installation of any Equipment, or any modification or changes to the Equipment, if any (but excluding repairs, minor modifications and /or replacement with substantially similar equipment), LICENSEE shall comply with the following terms and conditions: All work performed at the Licensed Premises in connection with the installation, maintenance, operation, modification, and removal of LICENSEE's Equipment shall be performed at LICENSEE's sole cost and expense, either by LICENSEE's employees or by contractors approved by LICENSOR, such approval shall not to be unreasonably withheld or delayed. LICENSEE shall only allow fully trained technicians and authorized personnel to work on its Equipment located at the Licensed Premises and such technicians and authorized personnel will undertake such work only in compliance with applicable FCC, OSHA and other government laws, rules, and regulations, including all laws, rules, and regulations involving radio frequency (RF) radiation emission and /or safety work standards for work performed on or near communications towers, water tanks and antenna sites. LICENSEE shall provide reasonable certification of its compliance with the foregoing requirements as well as similar reasonable certification from all technicians and /or service people contracted by it to work on the Licensed Premises. Such certification of compliance is to be provided at the time designation of a contractor is made to the LICENSOR by the LICENSEE, as well as provided at such time as LICENSOR may request. LICENSEE shall require all contractors, as a condition of their engagement, to agree to be bound by provisions identical to those set forth in this Agreement, specifically those provisions relating to the indemnification of the LICENSOR and the insurance requirements set forth herein. The engagement of a contractor by the LICENSEE shall not relieve the LICENSEE of any of its obligations under this Agreement. Workman -ship that does not meet ordinary industry standards, and is therefore unsatisfactory to LICENSOR, must be repaired within thirty (30) days of LICENSEE's receipt of written notice thereof from LICENSOR. If LICENSEE fails to make such repairs, at LICENSEE's sole cost and expense, within thirty (30) days following receipt of such notice, LICENSOR may perform all the necessary repairs at LICENSEE's sole cost and expense and such sum shall be due within thirty (30) days of the rendering of an invoice, accompanied by reasonable documentation validating same, by LICENSOR to LICENSEE, as an additional fee due hereunder. (i) LICENSEE's equipment shall be clearly marked to show LICENSEE's name, site name site I.D. and emergency contact information. All coaxial cable relating to the Equipment shall be identified by LICENSEE's name and frequency at the bottom and top of the line. LICENSEE shall be responsible for the proper signage at the Licensed Premises per all regulatory requirements. At LICENSOR's request, LICENSEE shall promptly deliver to LICENSOR written proof of compliance with all Federal, State, and local laws, rules and regulations in connection with any installation or modification of the Equipment. All installation of Equipment on the Tank shall be accomplished in a manner that will minimize the impact to the structural integrity of the Tank and its interior and exterior coating. Installation of antennas and coaxial cables shall not create a safety hazard nor interfere with the ongoing maintenance and /or operation of the Tank. LICENSEE shall bear all cost and expense associated with repairing coatings damaged by the installation of LICENSEE's Equipment. LICENSEE, without liability of any kind to LICENSOR , may commence work only after LICENSOR has approved all studies, plans and specifications in writing. LICENSOR's approval shall not be unreasonably withheld or delayed. LICENSEE agrees to comply with all of LICENSOR's reasonable requirements. LICENSOR shall have the option to consult with LICENSEE's contractor as well as engineers and consultants selected by LICENSOR for their review and approval, prior to any installation and /or modification that will require access to the Tank structure. A final inspection must be completed by a representative of the LICENSOR, at LICENSEE's expense, said expense to be $2,000.00, to be paid within thirty (30) days of invoice by LICENSOR to LICENSEE, as an additional fee due hereunder, This inspection must be completed and approved by LICENSOR prior to LICENSEE being allowed to go on air. LICENSEE must supply advance notice to LICENSOR to perform the inspection. Such inspection, or the approval thereof, shall not be unreasonably withheld or delayed. 7. STANDARD OF PERFORMANCE: LICENSEE, at its sole cost and expense, shall cause the approved work to be done and completed in a good, substantial and workmanlike manner, free from faults and detects, and in compliance with all legal requirements, and shall utilize only first class materials and supplies. LICENSEE shall be solely responsible for construction means, methods, techniques, sequences and procedures, and for coordinating all activities related to the work. LICENSEE, at its sole cost and expense, shall be responsible for the maintenance of its Equipment and its improvements, if any, in accordance with all applicable laws, rules, ordinances and regulations. 8. PAYMENT OF COSTS AND EXPENSES: LICENSEE shall provide and pay for all labor, materials, goods and supplies, equipment, appliances, tools, construction equipment and machinery and other facilities and services necessary for the proper execution and completion of the work. LICENSEE shall promptly pay when due all costs 5 and expenses incurred in connection with the work. LICENSEE shall pay all sales, consumer, use and similar taxes required by law in connection with the work, and shall secure and pay for all permits, fees and licenses necessary for the performance of the work. 9. LICENSOR'S REPAIRS: LICENSOR will make, at its expense, all necessary repairs and replacements, as well as alterations required by any governmental authority having jurisdiction, in and to the Tank, unless the required repairs, replacements, or alterations are solely required for the LICENSEE's Equipment located on the Tank, and if so, the LICENSEE shall make, at its expense, all necessary repairs, replacements, and alterations as required. LICENSOR shall have the right to require LICENSEE to remove its antennas, cables and any other equipment located on the Tank, at LICENSEE's expense for painting of the Tank. LICENSOR shall give LICENSEE thirty (30) days notice of the requirement to remove such equipment, and should LICENSEE fail or refuse to remove same, LICENSOR shall have the right to remove same and charge LICENSEE for all costs of removal In no event will LICENSOR be liable for any costs, expenses, loss of income, or damages resulting from the removal of such antennas, cables and any other equipment located on the Tank should LICENSEE so fail or refuse to remove same. LICENSEE will have no claim against LICENSOR for such interference or interruption. Contact for LICENSEE notification under this Paragraph 9 (in addition to standard notices as provided for in Paragraph 17 hereinbelow): Address: Title: Phone No.: 5600 Glenridge Drive, Suite 301 Atlanta, GA 30342 Real Estate /Construction Manager Jack Gill/ 404 - 713 -0183 10. LICENSEE'S REPAIRS: LICENSEE shall maintain in a good state of repair, and in good operating condition, its ground space, antennas, transmitting and other equipment, all in accordance with good engineering practices and applicable govemmental rules and regulations. In the event inspection, maintenance or repairs to LICENSEE's Equipment is required, LICENSEE shall use qualified technicians and submit for LICENSOR's prior approval the names of technicians or contractors proposed to make necessary ascents and descents of LICENSOR's Tank, exclusive of emergency situations. In the event of an emergency, LICENSEE shall have the right to make such or repairs following verbal notice to LICENSOR of its intent. LICENSOR's designated emergency notice number is: 706- 796 -5010, which is the Dispatcher Department of LICENSOR. In the event that LICENSEE, after verbal notice to LICENSEE by LICENSOR to the emergency number stated on the signage at the Licensed Premises of the requirement of an emergency repair requirement that affects the integrity of the Tank, does not respond to same within six (6) hours, LICENSOR shall have the right, but not the obligation, to make 6 such emergency repairs on LICENSEE's behalf and invoice LICENSEE for all costs associatedtherewith. Said invoice shall be payable within thirty (30) days of receipt by LICENSEE. Any structural modification, repairs, additions or improvements to the Tank, excluding LICENSEE'S lines and antennas, shall become the property of the LICENSOR. 11. INDEMNIFICATION AND INSURANCE: LICENSEE agrees to indemnify and hold harmless LICENSOR from any and all claims in any way related to or arising out of LICENSEE'S leasing and use of the Licensed Premises (including without limitation LICENSEE's use of Hazardous Materials on or about the Licensed 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 Licensed Premises during the period from the Commencement Date of this Agreement to the end of the term of this Agreement (to include any Renewal Terms), including reasonable attorney's fees and expenses of litigation incurred by LICENSOR in connection therewith. LICENSEE further agrees that the foregoing agreement to indemnify and hold harmless applies to any claims for damage or injury to himself and /or any individuals employed or retained by himself in connection with the erection, operation, maintenance and /or repair of its communications equipment, and hereby release LICENSOR from liability in connection with any such claims. For purposes of this section, "LICENSOR" includes Augusta, Georgia, the Augusta - Richmond County Commission, and all officers, elected officials, agents, representatives and employees of same, and "Hazardous Materials" means any and all polycholrinated byphenyls, 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, cleanup 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, LICENSEE further agrees to maintain at all times during said period, at LICENSEE's expense, comprehensive and general public liability insurance coverage against claims for personal injury, death and /or property damage occurring in connection with the use and occupancy of the Licensed Premises or arising out of its ownership, improvement, repair or alteration of the Licensed 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 $1,000,000.00 for property damage. The cost of premiums for all policies of insurance required by this Agreement shall be paid by LICENSEE. All policies providing insurance coverage required to be maintained by LICENSEE hereunder shall list LICENSOR, the Augusta- Richmond County Commission and its • Mayor, LICENSEE and its 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 Georgia and reasonably acceptable to LICENSOR. All such policies shall provide that no act or omission of LICENSEE or its agents, servants, or employees shall in any way invalidate any insurance coverage for the other additional insureds. No insurance policy providing any insurance coverage required to be provided by LICENSEE hereunder shall be cancelable without at. least 15 days advance written notice to LICENSOR. Certificates of insurance for all policies required hereunder, or copies thereof, shall be provided to LICENSOR by LICENSEE.:LICENSEE shall have LICENSOR named as additional insured and provide LICENSOR with a Certificate of Insurance evidencing such insurance. Licensee will provide insurance certificate within thirty (30) days of execution of this License Agreement and LICENSEE shall have renewed insurance certificates sent to LICENSOR every year. 12. CONTINGENCIES: This Agreement is contingent upon approval by resulting governmental authorities. In the event such approval is withheld or subsequently withdrawn, or in the event that LICENSEE's use of said Tank is otherwise encumbered or determined to be inconsistent with the interest of LICENSOR'S use of the Premises, either party hereto, subject to all other terms and conditions of this Agreement, shall have the right to terminate this Agreement by ninety (90) days advance written notice to the other party, and said termination shall release LICENSOR and LICENSEE from all further obligations set forth herein one to the other. In such event, LICENSEE shall promptly remove, at L10ENSEE's sole expense, its Equipment. 13. DEFAULT: Should LICENSEE fail to pay when due license fee or any other amounts owed LICENSOR hereunder, or fail to cure any breach of any other provision of this Agreement after thirty (30) days written notice and demand with respect to monetary obligations, or after sixty (60) days following written notice and demand of any non - monetary breach, unless otherwise specifically stated herein, LICENSOR may terminate the Agreement immediately, without further notice, and require LICENSEE to remove, or cause to be removed, all of LICENSEE's Equipment. LICENSEE shall, in such event, remain liable for any and all costs incurred for removal of LICENSEE's Equipment, and, in the event LICENSEE does not remove its Equipment within fifteen (15) days of termination of this Agreement under the terms of this Paragraph 13, LICENSOR shall have the right, but not the obligation, to remove LICENSEE's Equipment and be reimbursed for same within thirty (30) days of invoice,. In such event, LICENSOR shall not be liable for any damage to such equipment during its removal. 14. SURRENDER OF PREMISES: Upon expiration or termination of this Agreement, LICENSEE, at its own cost and expense, shall completely remove or have removed, up to three feet (3') below grade, all structures, including antennas and associated mounting brackets (if not attached to the Tank), transmission equipment, 8 concrete foundations, fences and other associated structures, and restore the Licensed Premises to its original above grade condition, ordinary wear and tear excepted. If such time for removal causes LICENSEE to remain on the Licensed Premises and Tank after the termination or expiration of this Agreement, LICENSEE shall pay license fee at the then . existing monthly pro -rata basis, until such time as the removal of LICENSEE's personal property and fixtures are completed. Any and all interference or damage caused to the Premises or to the equipment of any other LICENSEE or tenants at the Premises by such removal shall be immediately repaired or eliminated by LICENSEE at Licensee's sole cost and expense. If LICENSEE fails to make such repairs within three (3) days after the occurrence of such damage, injury or interference, LICENSOR may perform all the necessary repairs, at LICENSEE's sole cost and expense, and such sum shall be due within thirty (30) days of LICENSEE's receipt of an invoice detailing the costs associated therewith. 15. INTERFERENCE: (a) LICENSEE's Equipment shall not cause stray currents that will in any way damage the integrity of the Licensed Premises. (b) LICENSEE agrees to install equipment of types and frequencies which will not cause interference to LICENSOR or other occupants of the Premises which are in place on the Tank as of the date of this Agreement. If requested by LICENSOR, LICENSEE shall provide a detailed RF interference analysis showing potential conflicts between LICENSEE's frequencies and those of LICENSOR or other occupants already in place on the Tank. In the event LICENSEE's equipment causes such interference, LICENSEE shall take all steps necessary to correct and eliminate the interference. If said interference cannot be eliminated within forty-eight hours after receipt of written notice from LICENSOR to LICENSEE, LICENSEE shall temporarily disconnect the electric power and shut down LICENSEE's Equipment (except for intermittent operations for the purpose of testing, after performing maintenance, repair, modification, replacement or other action taken for the purpose of correcting such interference) and if such interference is not corrected within thirty (30) days after receipt of said written notice, LICENSEE agrees to remove LICENSEE's Equipment from the Licensed Premises and this Agreement shall then terminate without further obligation on either part except as may be specifically enumerated herein. LICENSEE hereby acknowledges that LICENSOR may have licensed, and will continue to license space at and upon the Premises and the Tank to third parties for the installation and operation of radio communications facilities. LICENSEE accepts this Agreement with this knowledge and waives any and all claims against LICENSOR resulting from or attributable to interference caused by present or future equipment, facilities or methods of operation employed by LICENSOR in its business upon the Premises. LICENSEE also waives all claims against LICENSOR arising from interference resulting to LICENSEE by virtue of equipment, facilities or operations employed by any other licensee 9 or tenant of LICENSOR in its business upon the Premises. In the event that any such interference occurs that materially interferes with LICENSEE's utilization of the Site, LICENSEE, as its sole remedy, in lieu of any and all other remedies at law or in equity, may terminate this Agreement at any time thereafter by giving LICENSOR thirty (30) days prior written notice to that effect, and such termination shall be effective at the end of such thirty (30) day period, provided, however, that such termination will not be effective if LICENSOR eliminates such interference within thirty (30) days of Licensee's termination notice. Licensee shall pay LICENSOR any fees due for the period up to the termination of this Agreement. Any advance payment for periods after the termination of this Agreement will be reimbursed to LICENSEE. (c) in the event LICENSOR enters into license or lease agreements with others for the Premises, then LICENSOR agrees to require such lessees or licensees to install equipment of types and frequencies that will not cause interference to LICENSEE's communications operations being conducted on the Licensed Premises. LICENSOR agrees that in the event such lessee or licensee causes interference with LICENSEE's equipment, LICENSOR shall require such lessee or licensee to take all steps necessary to correct and eliminate the interference. If said interference cannot be eliminated within forty -eight hours after receipt of notice of the existence of the interference from LICENSOR to such lessee or licensee, LICENSOR shall cause such lessee or licensee to disconnect the electric power and shut down lessee or licensee's equipment (except for intermittent operations for the purpose of testing, after performing maintenance, repair, modification, replacement or other action taken for the purpose of correcting such interference) and if such interference is not corrected within thirty (30) days after receipt of said written notice by such lessee or licensee, LICENSOR shall, upon LICENSEE's request, cause such lessee or licensee to remove its equipment from the Premises. LICENSOR reserves the right to require LICENSEE to relocate one or more of its antenna(s) on the Tank and LICENSEE agrees to relocate said antenna(s), at LICENSOR's expense, to be reimbursed within thirty (30) days of receipt of invoice, provided, and only in the event that, said relocation does not substantially diminish LICENSEE's RF signal connection to LICENSEE's connecting sites. 16. ASSIGNMENT; SUBLETTING: a. This Agreement may not be sold, assigned, or transferred without the written consent of LICENSOR, such consent not be unreasonably withheld or delayed, provided, however, that LICENSEE may assign this Agreement, without the prior consent of LICENSOR, to any successor by merger to LICENSEE or to any affiliate of LICENSEE. Any permitted assignment shall be on the condition that the assignee is bound by all of the terms, conditions and provisions of this Agreement. Assignment shall not release LICENSEE from any liability occurring or arising prior to the date of assignment. b. Additionally, LICENSEE may, with prior written approval of 1 0 LICENSOR, mortgage or grant a security interest in this Agreement and LICENSEE's equipment, and may assign this Agreement and such equipment, to any such mortgagees or holders of security interests including their successors or assigns (hereinafter collectively referred to as "Mortgagees "). In such event, LICENSOR shall execute such consent to licensehold financing as may reasonably be required by Mortgagees. LICENSOR agrees to notify LICENSEE and LICENSEE's Mortgagees simultaneously of any default by LICENSEE and to give Mortgagees the same right to cure any default as LICENSEE except that the cure period for any Mortgagee shall not be less than ten (10) days after receipt of the default notice. It is expressly understood that LICENSEE's equipment referenced in this Agreement is considered personalty of LICENSEE, and that the property on which LICENSEE's equipment may be located pursuant to this Agreement is the property of LICENSOR. Any mortgage or granting of a security interest or assignment under this Subsection b. shall concern only LICENSEE's personalty and shall in no way be considered as mortgaging or granting a security interest in or assigning any rights as to any of LICENSOR's real property. c. LICENSEE may not sublet any portion of the Licensed Premises. 11 17. NOTICE: All notices hereunder must be in writing and shall be deemed valid, if sent by certified mail, return receipt requested, or by any national courier service which requires proof of receipt, addressed as follows, or sent to any other address that the party to be notified may have designated to the sender by like notice at least thirty (30) days prior: Fax # E -Mail As to the LICENSOR: With copies: Augusta- Richmond County Commission c/o Administrator Room 801, Municipal Bldg (11) 530 Greene Street Augusta, Georgia 30911 Augusta Utilities Director, Augusta Utilities Dept. 360 Bay St. Suite 180 Augusta, Ga. 30901 As to the LICENSEE: Cingular Wireless Attn: Network Real Estate 6100 Atlantic Boulevard Mail Code GANO2 Norcross, GA 30071 Fax: 678.418.4166 With copies: Cinguiar Wireless LLC Attn: Legal Department 5565 Gleniridge Connector Suite 1700 Atlanta, GA 30342 678 - 418 -4166 18. BINDING AGREEMENT: This Agreement shall extend to and bind the heirs, 12 personal representatives, successors and assigns (when allowed to be assigned) of the parties hereto. 19. CONDEMNATION: If the whole of the Licensed Premises, or such portion thereof as will make the Licensed Premises unusable for the purposes herein licensed, are condemned by any legally constituted authority for any public use or purpose, or sold under threat thereof, then in either of said events the term hereby granted shall cease from the time when possession of the Licensed Premises, inclusive of the Tank, is taken by public authorities, and rental shall be accounted for as between LICENSOR and LICENSEE as of that date on a pro -rata basis for rents paid in advance. Any lesser condemnation shall in no way affect the respective rights and obligations of LICENSOR and LICENSEE hereunder. Nothing in this provision shall be construed to limit or affect LICENSEE's right to an award of compensation of any eminent domain proceeding for the taking of LICENSEE's antenna and equipment, if taken. 20. GOVERNING LAWS: This Agreement and the performance thereof shall be governed, interpreted, construed and regulated by the laws of the State of Georgia. 21. FINAL AGREEMENT; AMENDMENTS: This Agreement represents the final agreement of the parties and no agreements or representations, unless incorporated into this Agreement, shall be binding on any of the parties. This Agreement may not be amended except by a writing signed by all parties. 22. LICENSEHOLD, NOT USUFRUCT: This Agreement, if LICENSEE exercises the Option, grants to LICENSEE a licensehold estate and not merely a usufruct. 23. SEVERABILITY: 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. 24. AUTHORITY: Each of the undersigned warrants that he or she has the full right, power and authority to execute this Agreement on behalf of the party indicated. 25. MISCELLANEOUS: At the request of LICENSEE, LICENSOR agrees to execute a memorandum or short form of this Agreement in recordable form, setting forth a description the Licensed Premises, the term of this Agreement and other information desired by LICENSEE, for the purpose of giving public notice thereof to third parties. 26. VENUE: All claims, disputes and other matters in question between the LICENSOR and the LICENSEE arising out of or relating to this Agreement, or the breach thereof, shall be decided in the Superior Court of Richmond County, Georgia. The LICENSEE, by executing this Agreement, specifically consents to jurisdiction and venue in Richmond County and waives any right to contest the jurisdiction and venue in the Superior Court of Richmond County, Georgia. 13 Iris. (Unofficial SIGNATURE PAGE FOR CO- LOCATION LICENSE AGREEMENT BY AND BETWEEN AUGUSTA, GEORGIA, AND CINGULAR WIRELESS FOR A WATER TANK LOCATED AT 3936 Belair Rd., AUGUSTA, GEORGIA IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their respective seals the day and year written below. Signed, sealed and delivered this day of 2003, in the presence of: Unafcial ltness CP n 1 ) / /Ic9 a NO7ARY1UBLIC -• My Commission (NOI O'/ ic{ok4ia County. Georgia My Commission Expires Aug. 1. 2006 Signed, seal gt and delivered this 'DI . day of 2003, in the presen AU 14 LICENSOR O IA Attest: Ail / L *�aBon 'e' Clerk LICENSEE: (SEAL) BELLSOUTH PERSONAL COMMUNICATIONS, LLC, a Delaware limited liability company, d/b /a Cingular Wireless B ,t_.�.,,...•, �-- Y ll �ce n -i- I?. (1w.i ,cry "President-- EKecu{4-( 1 (CORPORATE SEAL) 1. Tank Owner: Augusta, Georgia Exhibit "A" 2. Address of Tank: 3936 Belair Road Augusta, GA 30911 3. Coordinates: LT: 32° -2T - 44.231" by LN: 82° -07' - 27.558" 4. Tank Height: 146.09' AGL (to top of Tight, highest overall height) Exhibit "B" 1. Frequencies: Transmit: 1965 -1970 MHz Receive: 1885 -1890 MHz 2. FCC call letters: KNLH473 (copy of FCC license to be attached as part of Exhibit C) 3. Type of Service: Digital 4. Transmitter(s) Receiver(s) Make: Norte) Model: S8000 Power Output: 20 Watts ERP: 1640 Watts Number: Up to two (2) 5. Antenna(s) Make: RFS Model: Dimensions: Number: Type: Gain (DB): 6. Transmission Line(s) 7. Generator - Type N/A Size Make: Size: 16 Make: Model: Number: TVRO(s) Make: APXV18- 2065515L -2 Model: 53.5" x 6.6" x 3.2" Diameter: Up to 9 Number: Crosspole (to be remitted to LICENSOR after completion of sweep testing) Andrews 1 5/8" 8. Fuel Tank - Size N/A Number: Up to 12 Line Type & Length: Alpha approx. 215'; Beta approx. 200'; Gamma approx. 140' Line Loss (DB): (to be remitted to LICENSOR after completion of sweep testing) 9. Antenna mounting height, mounting orientation, and floor and ground space usage (attach sketch of orientation and floor and ground space usage) (a) Up to 9 antennas mounted on the catwalk at the 115' level (mounting method and exact location subject to review and approval by LICENSOR). (b) Floor space within LICENSOR's Equipment shelter measuring _NIA__' x _NIA= for Licensee's _NIA_ radio cabinet(s) measuring _N /A_" x _N /A_" x _N /A_" (location and availability subject to LICENSOR's approval). (Radio cabinets 50" or less in height are subject to stacking at LICENSOR's discretion) (c) Ground space measuring 18' x 18' for Licensees cabinets/building /enclosures, generator, fuel tank and grounding rings, location and availability subject to LICENSOR's approval 10. Interference Suppression Equipment Describe: Not Applicable Exhibit "C" (List and attach copies of all licenses and permits, Phase I, Phase II, NEPA, SHPO findings pertinent to the site, and a current insurance certificate) FCC License - attached 1 -A Certification Letter — attached Phase I with lead based paint analysis — attached NEPA/SHPO — attached Building Permit — to be attached Current Insurance Certificate — to be attached 17 Site ID. 026-213 Maddox Site Address: 3936 Belair Rd , Augusta, GA EXHIBIT B Attach copy new License Agreement with Utility Service Communications Utility Service Communications Tank License Agreement UTILIT' SE CATIONS CO., INC. 535 Courtney Hodges Blvd. P.O. Box 1350 Perry, Georgia 31069 Tel: 478-987-4663 800 - 679 -7819 Fax: 478-987-1844 www.utiiityservice.com Tank Owner: Augusta Utilities Tank Location: 3936 Belair Road Augusta, GA Licensor Project No.: 127711 Licensee Name: AT &T Licensee I.D.: 026 -213 - Maddox Licensee Fixed Asset No.: 10031255 License Agreement This non - exclusive LICENSE AGREEMENT (the "Agreement ") is made this day of , 2012 by and between Utility Service Communications Co., Inc, a Georgia Corporation, whose business address is P.O. Box 1350, 535 Courtney Hodges Blvd., Perry, Georgia 31069 (herein referred to as the "Licensor" or Company ") and New Cingular Wireless PCS, LLC, a Delaware limited liability company, its affiliates and successors that elect to participate whose business address is 12555 Cingular Way, Suite 1300, Alpharetta, GA 30004 (herein referred to as the "Licensee "). RECITALS 9 -26 -12 / 10 -11 -12 FINAL WHEREAS, Licensor has entered into an exclusive Wireless Communications Management Agreement (the "Marement Agreement ") with the owner of the Water Tank ( "Tank Owner ") described on Fj$it B attached hereto; and whereas Licensor has authority under that Agreement to enter licensing Agreements with respect to the placement of radio communications Equipment and related enclosures in or about the Site (as such term is hereinafter defined) and upon the Water Tank (as such term is hereinafter defined) and within certain enclosures and buildings on the Site; and whereas the parties hereto have mutually agreed to this License pursuant and subject to all of the terms and conditions hereinafter set forth. PROPRIETARY INFU RM TION DO NOT DUPLICATE OR RE- DISTRfBUTEVITHOUT APPROVAL 1 Utility Service Communications Tank License Agreement NOW THEREFORE, in consideration of, and subject to, the timely, faithful and full performance of all of Licensee's obligations hereinafter set forth, Licensor does hereby grant to Licensee a license as follows: 1. Scope of License 9 -26 -12 / 10 -11 -12 FINAL Subject to the terms and conditions of this License Agreement ( "Agreement "), Licensor hereby grants permission to Licensee to install, maintain and. .operate the radio communications Equipment ( "Equipment ") described in greater detail on Mill& A attached hereto on the Water Tank (herein referred to as "Tank ") located at 3936 Belair Road, Augusta, GA.(LT: 32° - 27' - 44,231" by LG: 82° - 07' — 27.558 ") ( "Site ") (Site and Tank are described in greater detail on Exhibit B attached hereto). The Equipment and accessories to be installed in Licensor's Site near the base of the Tank ( "Equipment Area ") if any ( "Licensee's Area "), provided that Licensee hereby covenants and agrees that it will not construct any improvements at the Site without Licensor's prior written approval. No outside storage of any kind at the Site is permitted by this Agreement without the prior written consent of the Licensor. 2. Term and Termination (a) The term of this Agreement shall commence on the earlier of the start of the installation of the Licensee's Equipment or September 1, 2012 ( "Commencement Date ") and shall continue for a period of five (5) years ( "Initial Term ") with four (4) additional five (5) year renewal period(s) ( "Renewal Terms "), subject to Licensor's renewal of the Management Agreement (the Initial Term and the Renewal Terms shall be collectively referred to herein as the "Term "). The Renewal Terms shall commence automatically without further action on the part of Licensor or Licensee; provided, however, that either party may terminate this Agreement at the expiration of the Initial Term or at the expiration of any Renewal Term by giving the other party written notice not less then ninety (90) days prior to the expiration of the then current term. (b) This Agreement may be terminated by Licensor upon one year (1) year written notice that the Tank is to be removed. (c) This Agreement may be terminated by the Licensee upon sixty (60) day written notice if the Tank and or the Site has become unusable to Licensee due to: (i) uncorrected material interference with Licensee's use of the Tank and or Site resulting from the acts of a third party; or (ii) an act of God or from other natural forces beyond the control of both Licensee and Licensor. PROPRIETARY INFORIVIATTVN DO NOT DUPLICATE OR RE- DISTRI1FUTE SHOUT APPROVAL 2 Utility Service Communications 9 -26- 12/10 -11 -12 FINAL Tank License Agreement (d) This Agreement may be terminated at any time by Licensee with sixty (60) days written notice to the Licensor, providing that Licensee shall pay to Licensor on or prior to the date of such termination of this Agreement a sum equal to seventy percent (70 %) of the aggregate regular license fees that would be due hereunder during the remaining term of this Agreement if the Agreement had not been terminated pursuant to this section 2(d). (e) This Agreement may be terminated by either party upon default (other than a payment default) of any covenant or term hereof by the other party which default is not cured within thirty (30) days of receipt of written notice of default (without, however, limiting any other rights available to the parties pursuant to other provisions hereof). If Licensee is in default of any of its payment obligations hereunder and fails to cure such default within ten (10) business days after Licensee receives written notice thereof from Licensor, Licensor may terminate this Agreement and thereafter pursue any and all rights and remedies that Licensor may have hereunder or at law or in equity. 3. Fees (a) Licensee shall pay Licensor a monthly fee of Three Thousand One Hundred no /100 ($3100.00) Dollars ( "Site Fee ") during the first year of the Initial Term of this Agreement, which shall be payable on the first day of every month. Subject to the provisions of Section 5(c) hereof, the Site Fee is (exclusive) of charges for the furnishing of electricity to Licensee with the first payment due coinciding with the commencement date. (b) Effective on the anniversary of the Commencement Date of this Agreement during each year of the Initial Term and Renewal Term(s), the then current Site Fee payable by the Licensee to the Licensor shall be increased by an amount equal to three percent (3 %) percent over the total Site Fee payable by the Licensee for the preceding twelve (12) month period. (c) In addition to the Site Fee payable by Licensee hereunder, Licensee shall pay to Licensor upon execution and delivery of this Agreement a one time non- refundable Administrative Fee in the amount of One Thousand ($1,000.00) Dollars. (d) Licensee agrees that the payment of any fees, additional fees, or other payments set forth herein shall be due and paid without necessity of a demand or invoice from the Licensor, and that Licensee shall pay an additional charge of five percent (5 %) of the monthly fee for each payment made more then ten (10) days after due date. Licensee Accounts Payable Notice address set forth in Section 15. (e) All sums payable hereunder by Licensee, including, but not limited to, the monthly Site Fee and Administrative Fee payable pursuant to Section 3(d) hereof, shall be payable and delivered to Licensor Accounts Rec:able Notice address set forth in Section 15, or to such other address as Licensor shall desi To enable proper crediting of Licensee payments, please include the Site Name, Site Address, Licensor's Project PROPRIETARY INFf3RMATION DO NOT DUPLICATE OR RE= T1'R UTE WITHOUT APPROVAL 3 Utility Service Communications 9- 26- 12/10 -11 -12 FINAL Tank License Agreement Number and Site I.D. Number on remittance to Licensor. Licensor's federal tax identification number is 58- 2587465. 4. Inwtion of Site The Site shall be provided in "AS IS" condition by Licensor. Licensee has visited and inspected the Site and accepts the physical condition thereof and acknowledges that no representations or warranties have been made to Licensee by Licensor as to the condition of the Site, including the Tank, as the case may be, and/or the Equipment Shelter or as to any engineering data. Licensee is responsible for determining all aspects as to the acceptability, accuracy and adequacy of the Site for Licensee's use. Licensor shall have no obligation to obtain licenses for Licensee, or to maintain, insure, operate or safeguard Licensee's Equipment. 5. Installation, Maintenance, and Operating Procedures (a) Licensee shall install, maintain, and operate its Equipment during the term hereof in compliance with all present and future laws, rules and regulations of any local, State, or Federal authority having jurisdiction with respect thereto (including without limitation, the rules and regulations of the Federal Communications Commission ( "FCC "), the Federal Aviation Administration ( "FAA ") and the Occupational Safety and Health Administration ("OSHA"). Licensee shall attach as Exhibit C to this Agreement copies of all FCC operating licenses, and copies of other licenses or permits, which it has been issued pertinent to this Agreement. Prior to the installation of any Equipment, or any modification or changes to the Equipment, if any (but excluding repairs, minor modifications and/or replacement with substantially similar Equipment), Licensee shall comply with the following terms and conditions: (i) Licensee shall submit, in writing to Licensor Notice address set forth in Section 15, all plans for such installations, modifications or changes for Licensor's approval, which approval shall not be unreasonably withheld or delayed. In order to assure Licensee's compliance with the provisions of this Agreement, the plans and specifications for Licensee's Equipment and any modifications thereto shall be submitted to Licensor for review and approval. (ii) All work performed at the Site in connection with the installation, maintenance, operation, modification, and removal of Licensee's Equipment shall be performed at Licensee's sole cost and expense either by Licensor's employees or by contractors approved by Licensor, such approval shall not to be unreasonably withheld or delayed. Licensee shall only allow PROPRIETARY INFORMATION DO NOT DUPLICATE ORIIEITIISTRIBUTRWITHOUT APPROVAL 4 Utility Service Communications 9 -26- 12/10 -11 -12 FINAL Tank License Agreement fully trained technicians and authorized personnel to work on its Equipment located at the Site and such technicians and authorized personnel will undertake such work only in compliance with applicable FCC, OSHA and other government laws, rules, and regulations, including all laws, rules, and regulations involving radio frequency (RF) radiation emission and/or safety work standards for work performed on or near communications towers, Tanks and antenna Sites. Licensee shall provide certification of its compliance with the foregoing requirements as well as similar certification from all technicians and/or service people contracted by it to work on the Site. Such certification of compliance is to be provided at the time designation of a contractor is made to the Licensor by the Licensee, as well as provided at such time as Licensor may request. Licensee shall require all contractors, as a condition of their engagement, to agree to be bound by provisions identical to those set forth in this Agreement, specifically those provisions relating to the indemnification of the Licensor and the insurance requirements set forth herein. The engagement of a contractor by the Licensee shall not relieve the Licensee of any of its obligations under this Agreement. Workman-ship that is unsatisfactory to Licensor must be repaired within thirty (30) days of Licensor's delivery of written notice thereof to Licensee. If Licensee fails to make such repairs, at Licensee's sole cost and expense, within thirty (30) days after the delivery of such notice, Licensor may perform all the necessary repairs at Licensee's sole cost and expense and such sum shall be immediately due upon the rendering of an invoice by Licensor to Licensee as an additional fee due hereunder. (iii) No work performed by Licensee, or its contractors, subcontractors, or materialmen pursuant to this Agreement, whether in the nature of construction, installation, alteration or repair to the Tank or Site or to Licensee's Equipment, will be deemed to be for the immediate use and benefit of the Licensor or Tank Owner so that no mechanic's or other liens will be allowed against the Tank or Site and estate of the Licensor by reason of any consent given by Licensor to Licensee to improve the Tank or Site. If any mechanic's or other liens will at any time be filed against the Tank or Site of which the Tank or Site is a part by reason of work, labor, services, or material performed or furnished, or alleged to have been performed or furnished, to Licensee or to anyone using the Tank or Site through or under Licensee, Licensee will forthwith cause same to be discharged of record or bonded to the satisfaction of the PROPRH DO NOT DUPLICATE OR ' APPROVAL :INFORMATION 5 Utility Service Communications 9-26-12/10-11-12 FINAL Tank License Agreement Licensor. If Licensee fails to cause such lien to be discharged or bonded within ten (10) days after it has actual notice of the filing thereof, then, in addition to any other right or remedy of Licensor, Licensor may bond or discharge the same by paying the amount claimed to be due, and the amount so paid by Licensor, including reasonable attorney's fees incurred by Licensor, either in defending against such lien or procuring the bonding or discharge of such lien, together with interest thereon at the statutory rate, will be due and payable by Licensee to Licensor as an additional fee hereunder. (iv) All Licensee's Equipment shall be clearly marked to show Licensee's name, Site name, Site I.D., address, and telephone number and the name of a person to contact in case of an emergency, FCC call sign, frequency, output power and location. All coaxial cable relating to the Equipment shall be identified by Licensee's name and frequency at the bottom and top of the line. Licensee shall be responsible for the proper signage at the Site per all regulatory requirements. (Not to be attached to the Tank) At Licensor's request, Licensee shall promptly deliver to Licensor written proof of compliance with all Federal, State, and local laws, rules and regulations in connection with any nstallation or modification . of the Equipment. (b) Notwithstanding anything to the contrary contained herein, Licensee agrees that in all matters where Licensor's approval is required, and Licensor determines in its sole reasonable discretion that a threat of interference or other disruption exists with the business of Licensor, Tank Owner or other existing licensees or tenants, Licensor shall have the absolute right t withhold such approval. (c) In the event that Licensee requires an electrical power supply and/or usage different from that currently available at the Site, L censee shall at its sole cost and expense obtain such power supply. Any work performed in connection with this Section 5(c) shall comply with the provisions of Section 5(a) here f Licensee hereby agrees that any power line installed by Licensee shall run within the current easement of Licensor and any deviation from such easement right shall be corrected at Licensee's expense, which sum shall be immediately due as an additio al fe hereunder upon the rendering of an invoice by Licensor to Licensee. (d) In the event a zoning variance is required in connection with the installation or modification of the Equipment, Licensor shall have the right, in its sole discretion, to either (i) cancel this Agreement, or (ii) allow Lice see, at Licensee's sole cost and expense, to obtain such variance. Licensor shall, at Licensee's request and expense, reasonably cooperate with Licensee in obtaining such variance PROPRIETARY INFORMATION DO NOT DUPLICATE OR Ili APPROVAL 6 Utility Service Communica ions 9-26-12/10-11-12 FINAL Tank License Agreement (e) Subject to Section 5(a) (ii) above and Section 15 "Licensor Access Notification Requirement" Licensor agrees that during the term of this Agreement, Licensee's employees shall have access to Site for purposes of maintenance and repair of Licensee's Ground Equipment, twenty-four (24) hours per day, seven (7) day per week. However, Licensee must notify Licensor prior to gaining access to the Tank, Pursuant to Section 15 "Licensor Access Notification Requirement". Licensee cannot satisfy the access requirement to the Tank by leaving a telephonic message or voice mail. The Licensee agrees and covenants that it will not access the Tank without first speaking with one of Licensor's contacts listed in Section 15 "Licensor Access Requirements" to identify: (1) who will be accessing the Tank and (2) why they will be accessing the Tank. In the event that Licensee should require Licensor's assistance to gain access to the Site and or Tank, Licensee shall reimburse Licensor for all •reasonable costs and expenses incurred by Licensor as a result of such emergency access. All access to the Tank and Site shall be subject to the continuing control of, as well as reasonable security and safety procedures established from time to time by Licensor. Licensor may, from time to time, establish reasonable rules relating to the Tank and Site. Licensee agrees to c mply with such rules. (f) All installation of Equipment on the Tank shall be accomplished in a manner that will minimize the impact to the structural integrity of the Tank and its interior and exterior coating. Utility Service Company must be given the "First Right of Refusal" to perform both the interior and exterior touch up on Tanks that are currently being maintained by Utility Service Company. Licensor must be suppled with a copy of the Purchase Order (PO) and/or Notice to Proceed (NTP) along with a tentative schedule date of when touch up will be performed. Installation of antennas and coaxial cables shall not create a safety hazard nor interfere with the ongoing maintenance and/or operation of the Tank. Licensee shall bear all cost and expense associated with repairing coatings damaged by the installation of Licensee's Equipment. (g) All structural analysis and drawings must be submitted in compliance with Licensor's requirements described on Exhibit D. (h) All installations shall be done in c mpliance with Licensor's Installation Standards described on Exhibit E. (i) A final inspection must be completed by a representative of the Licensor prior to Licensee being allowed to go on air. Licensee must supply advance notice to Licensor to perform inspection Such inspection approval shall not be unreasonably withheld or delayed. 6. Interference (a) The installation, maintenance and p ration of the Licensee's Equipment shall not interfere electrically, or in any other m nner whatsoever, with the PROPRIETARYINFORMATION DO NOT DUPLICATE OR RELDISTRIBUtE WITHOUT APPROVAL 7 Utility Service Communic to s 9-26-12/10-11-12 FINAL Tank License Agreement Equipment, facilities or operations of Licensor or any of the licensees and/or tenants on the Site or the operation of the Tank. Notwithstanding anything in this Agreement to the contrary, it is expressly understood and agreed that if the installation and/or operation of Licensee's Equipment interferes with: (i) other radio communications systems and Equipment installed prior to the Commencement Date of this Agreement, Licensee shall upon request (verbal or otherwise) immediately suspend its operations (except for intermittent testing) and do whatever Licensor and Licensee deems necessary to eliminate or remedy the interference. If it is determined that the interference cannot be rectified by both Licensor and Licensee, then the Licensor, may at its option, terminate this Agreement upon written notice to the icensee, whereupon the Licensee shall remove its Equipment at its sole cost and expense and in accordance with Section 9 hereof. In the event that Licensee fails to remove its Equipment within fifteen (15) days of such termination, Licensor may remove and store any and all of Licensee's Equipment at. Licensee's sole cost and expense; or (ii) with any other radio system Equipment installed at the Site after Commencement Date of the Agreement, Licensee shall cooperate fully with Licensor and any future licensee or tenant ("Future Party") injured by Licensee's interference to remedy the interference. Licensee shall do whatever Licensor deems reasonably necessary to cure such interference, provided, however, that all costs related to remedying such interference shall be the responsibility of the Future Party, unless such interference is due to failure, defects or deficiencies in Licensee's systems, Equipment or installation. (b) Licensee hereby acknowledges that Licensor has licensed, and will continue to license, space at and upon the Site and the Tank to third parties for the installation and operation of radio communications facilities Licensee accepts this Agreement with this knowledge and waives any and all claims against Licensor resulting from or attributable to interference caused by present or future Equipment, facilities or methods of operation employed by Licensor in its business upon the Site. Licensee also waives all claims against Licensor arising from interference resulting to Licensee by virtue of Equipment, facilities or operations employed by any other licensee or tenant of Licensor in its business upon the Site. In the event that any such interference occurs that materially interferes with Licensee's utilization of the Site, Licensee, as its sole remedy, in lieu of any and all other remedies at law or in equity, may terminate this Agreement at any time thereafter by giving Licensor thirty (30) days' prior written notice to that effect, and such termination shall be effective at the end of such thirty (30) day period, provided, however, that such termination will not be effective if Licensor elimina es such interference within PROPRIETARY:INFORMATION DO NOT DUPLICATE On RE-Dig TYTEWITHOUT APPROVAL 8 Utility Service Conununica ions 9-26-12/10-11-12 FINAL Tank License Agreement thirty (30) days of Licensee's termination notice. Licensee shall pay Licensor any fees due for the period up to the termination of this Agreement. Any advance payment for periods after the termination of this Agreement will be reimbursed o L censee. (c) Licensor reserves the right to require Licensee to relocate one or more of its antenna(s) at the Site and/or on the Tank and Licensee agrees to relocate said antenna(s) at • Licensor's expens , provided ha said relocation does not substantially change the operation • of Licensee' s Equ pment. 7. Structural Modifications and Repairs. In the event that Licensor, in its sole discretion, determines that any structural modifications or repairs need to be made to any p rtion of the Site due to the presence of Licensee's Equipment or other improvements, Licensor shall notify Licensee of the needed modifications or repairs, and the following procedures shall apply thereto: (a) If structural modifications are necessary prior to Licensee's installation or modification of the Equipment, then either: (i) Licensee shall, at its sole cost and expense, promptly make all such noticed modifications in accordance with Section 5 hereof; or (ii) If such noticed modifications are not completed within sixty (60) days of such notice, either party shall have the right to terminate this Agreement by giving the other party thirty (30) days' prior written notice of such termination. (b) If repairs are necessary due to the presence of Licensee's Equipment, Licensee shall, at its sole cost and expense, promptly make all such noticed repairs in accordance with Section 5 hereof; provided, however, that in the event of an emergency, Licensor shall have the right to make such modifications or repairs at Licensee's expense, upon notice to Licensee, and such sum shall be immediately due as an additional fee hereunder upon the rendering of an invoice by Licensor to Licensee. (c) Any structural modification, repairs, additions or improvements to the Tank shall become the property of the Tank owner. 8. Tank Issues Licensee recognizes that the primary function of the elevated Tank is to provide water storage for the Tank Owner and its customers. Licensee understands that Licensor and/or the Tank Owner may find it necessary from time to time to interrupt and/or interfere with Licensee's use of the Site in order to maintain, repair and monitor the Tank. Licensor will make every effort to minimize such interruptions, and Licensee will have no claim against Licensor or the Tank Owner for such interference or interruption. Licensee Emergency Contact information set forth in Section 15. PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTF*ITHOUT APPROVAL 9 Utility Service Communications 9 -26- 12/10 -11 -12 FINAL Tank License Agreement 9. Removal of Licensee's Equipment Provided that Licensee is not in default in the performance of its obligations hereunder, at the expiration of this Agreement or earlier termination hereof, Licensee shall remove all of the Equipment. Such removal shall be performed pursuant to the guidelines set forth. in Section 5 of this Agreement, without any interference, damage or destruction to any other Equipment, structures or operations at the Site or any Equipment or other licensees or tenants thereon. Licensee shall submit to the Licensor Notice Address given in Section 15, a removal plan and clean up plan for Licensor's written approval, which approval shall not to be unreasonably withheld or delayed. Any and all interference or damage caused to the Site or to the Equipment of the licensees or tenants at the Site by such removal shall be immediately repaired or eliminated by Licensee at Licensee's sole cost and expense. If Licensee fails to make such repairs within ten (10) days after the occurrence of such damage, injury or interference, Licensor may perform all the necessary repairs, at Licensee's sole cost and expense, and such sum shall be immediately due as an additional fee hereunder upon the rendering of an invoice by Licensor to Licensee. 10. Indemnifcation (a) Licensee shall indemnify and hold Licensor and Tank Owner harmless from (i) all costs of any damage done to Licensor's or other licensees' or tenants' facilities or Equipment located at the Site that occur as a result of the installation, operation or maintenance of Licensee's Equipment or Licensee's other improvements; and (ii) any claims, demands, or causes of action for personal injuries, including any payments made under any workers compensation law or any plan of employee's disability and death benefits, arising out of Licensee's occupancy of the Site or the installation, maintenance and operation or removal of Licensee's Equipment, except only such damages, costs, claims, causes of action or demands caused solely by the gross negligence or willful misconduct of Licensor or Tank Owner. (b) Licensor and/or Tank Owner shall not be responsible or liable to Licensee for any loss, damage or expense that may be occasioned by, through, or in connection with any acts or omissions of other licensees or tenants occupying the Site. Licensee hereby assumes the risk of the inability to operate its Equipment as a result of any structural or power failures at the Site or the failure of Licensee or Licensee's Equipment for any reason whatsoever, and Licensee agrees to indemnify and hold Licensor and/or Tank Owner harmless from all damages and costs of defending any claim or suit for damages of any kind, including, but not limited, to business interruption and attorneys' fees, asserted against Licensor and/or Tank Owner by reason of such failure. (c) Licensee shall also indemnify and hold Licensor and /or Tank Owner harmless from any losses, liabilities, claims, demands or causes of action for property damage or personal injuries, including any payment made under any worke''g compensation law or any PROPRIETARY IN RN/WON DO NOT DUPLICATE OR RE -DIM 1 0 'E'ITHOUT APPROVAL Utility Service Communications 9- 26- 12/10 -11 -12 FINAL Tank License Agreement employee's disability and death plan benefits, arising out of or resulting from any claims, damages, losses, liabilities or causes of action resulting in any way from RF radiation emissions from Licensee's Equipment or any other harmful effect of Licensee's Equipment. (d) Licensee shall also indemnify and hold Licensor and /or Tank Owner harmless for early termination or modifications of this License Agreement that may be required to comply with any and all future regulations imposed upon the Tank Owner by any and all regulatory entities that the Tank Owner is or shall become subject to. 11. Condemnation, Damage or Destruction. Licensor and Licensee agree that Licensor and /or Tank Owner shall in no way be liable for the loss of use or other damage of any nature arising out of the loss, destruction or damage to the Site or to Licensee's Equipment located thereon by condemnation, fire, explosion, windstorms, water or any other casualty or acts of third parties. In the event that the Site or any part thereof is damaged or destroyed by elements or any other cause, Tank Owner may elect to repair, rebuild, or restore the Site to the same condition as it was immediately prior to such casualty. In such event, the payments required herein shall cease as of the date of such casualty until the Site, in Licensor's opinion, is restored to a useable condition for Licensee's operation. If the Tank Owner chooses not to repair, restore, replace or rebuild the Tank, Licensor may cancel this Agreement by giving written notice of cancellation to Licensee within thirty (30) days of such casualty. If this Agreement is canceled, the payments required herein shall terminate as of the date of such casualty. Licensor and/or Tank Owner shall not be responsible or liable to Licensee for any loss, damage or expense that may be occasioned by, through or in connection with any acts or omissions of other licensees or tenants occupying the Tank, or any part of the premises adjacent to or connected with the Tank, or for . any structural or power failures or condemnation, destruction or damage to the Tank, the Equipment Shelter or Licensee's Equipment Shelter, if any. Licensee shall not be responsible or liable to Licensor /Tank Owner for any damage or expense that may be occasioned by any acts or omissions of other licensees or tenants occupying the Tank. In the event Licensor receives notification of any condemnation proceedings affecting the Property, Licensor will provide notice of the proceeding to Licensee. If a condemning authority takes all of the Property, or a portion sufficient, in Licensee sole determination, to render the Premises unsuitable for Licensee the Agreement will terminate as of the date of title vests in the condemning authority. PROPREETARYINV. RAIATION DO NOT DUPLICAT OTRE= `i'Rft3u i'E #ITHOUT APPROVAL 11 Utility Service Communications 9 -26- 12/10 -11 -12 FINAL Tank License Agreement 12. Insurance (a) Licensee shall maintain in full force during the term of this Agreement the following insurance: (i) 13. Assignment Worker's Compensation and Employers' Liability Insurance as prescribed by applicable law, including insurance covering liability under the Longshoremen's and Harbor Workers' Act and the Jones Act, if applicable; (ii) Comprehensive General Liability Insurance (Bodily Injury and Property Damage; and including blanket contractual and completed operations coverage), the limits of liability of which shall not be less than $1,000,000 each occurrence and in the aggregate in respect of bodily injury, including death, arising from any one occurrence, and $1,000,000 each occurrence and in the aggregate in respect of damage to property arising from any one occurrence, and umbrella policy of not less than $5,000,000 each occurrence and in the aggregate. (b) The above insurance shall provide that Licensor will receive not less than thirty (30) days written notice prior to any cancellation of, or material change in, the coverage under such insurance policies. The insurance specified in Section 12(a)(ii) above shall contain a waiver of subrogation by Licensee against Licensor and Tank Owner and shall include the name Licensor and Tank Owner as additional insured, and shall provide that the insurance is primary coverage with respect to all insured and contain a standard cross - liability endorsement. Licensee shall furnish to Licensor a certificate of insurance confirming that the insurance coverage as specified herein is in full force and effect. Insurance certificate must be submitted by Licensee to Licensor upon execution of this Agreement. (c) Notwithstanding the foregoing insurance requirements, the insolvency, bankruptcy, or failure of any insurance company carrying insurance for Licensee, or the failure of any such insurance company to pay claims as they accrue, shall not be held to waive any of the provisions of this Agreement or relieve Licensee from any obligations under this Agreement. (a) Licensor and Tank Owner reserve the right to assign, transfer, mortgage or otherwise encumber their interests in the property on which the Tank is located and/or Licensor reserves the right to assign, transfer, mortgage or otherwise encumber Licensor's interest in the Agreement. Licensee agrees, upon demand, to execute and deliver to Licensor and/or Tank Owner such further instruments subordinating this Agreement in connection with any debt or financing transaction of Licensor and/or Tank Owner as may be required by PROPRIET 4RY I1`1FORMAT N DO NOT DUPLICATE OR REil n IBUIVIVIT - IOUT APPROVAL 12 Utility Service Communications 9 -26- 12/10 -11 -12 FINAL Tank License Agreement Licensor and /or Tank Owner or their respective lenders. Licensee further agrees to execute and deliver to any lender of Licensor and /or Tank Owner an estoppel certificate containing such information as may be reasonably requested by such lender. (b) Licensee may not assign, sublease or sublicense or otherwise transfer all or any of its interest under this Agreement (including, without limitation, diplexing of signals, granting of shared use rights, or utilizing digital or analog interconnect facilities for itself or others) without the prior written consent of Licensor. Notwithstanding the foregoing and so long as Licensee is not then in default hereunder, Licensee may assign this Agreement with Licensor's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed, to any of the following: (i) Any corporation, partnership or other entity which controls, is controlled by or under common control with Licensee, provided that new Licensee shall continue to remain liable to Licensor hereunder; (ii) Any corporation or other entity resulting from the merger or consolidation of Licensee; (iii) Any corporation, partnership, or other entity or person which acquires all or substantially all of the assets of or fifty percent (50 %) or more of the stock of or equity ownership interest in Licensee, any assignee must assume in full and in writing all of the obligations of Licensee under this Agreement. 14. Common Equipment Licensor contemplates that it may at its option, furnish and install antennas, transmission lines, combiners, multicouplers and /or other related Equipment (herein called "Common Antenna Systems ") at the Site. Provided that Common Antenna Systems are compatible with Licensee's Equipment, as reasonably determined by Licensee in its sole discretion, Licensee agrees to connect its Equipment to Licensor's Common Antenna Systems within one hundred and eighty days of written notice containing a detailed description of the proposed Common Antenna Systems. After receipt of such notice Licensee may elect to (a) terminate this Agreement, or (b) so connect, or (c) provide Licensor with documentation that reasonably evidences that the proposed Common Antenna Systems will negatively impact Licensees telecommunications capability or signal emanating from this Site and continue "as is ". If Licensee does not respond in said period, Licensee shall be deemed to have elected option (b). If Licensee elects option (a), such termination shall be effective one hundred and eighty (180) days after the date of such notice to Licensor. 15. Notices All notices, demands, requests, or other communications which are required to be given, served or sent by one party to the other pursuant to this Agreement shall be in writing, and shall be mailed, postage prepaid, by registered or certified mail, or by a reliable overnight courier service with delivery verification, to the following addresses or at such other address as may be designated in writing by either party: PROPRIETARY 1NFATION DO NOT DUPLICATE OR RE- DISTRUTE WITHOUT APPROVAL 13 Utility Service Commu ications 9-26-12/10-11-12 FINAL Tank License Agreement Licensor Notice: Licensee Notice: FOR CERTIFIED MAIL Phone #: Utility Service Communications c inc Attn: Debbie Sullivan Nice President Site Management P.O. Boa :13$0 535 Courtneyjjodges Blvd. Perry, GA 31069 Licensor Accounts Receivable: Utility Service Communications Co., Inc. P.O. Box 1350 Perry, Ga. 31069 Please include Licensor's Project Number on remittance Licensor Access Notification Requirement: Pursuant to Sections 5 (e) and (c) Lee Duke — ProjediManager 478-988-5260 or 478-396-0843 OR Debbie Sullivan — VP Site Management 478-988-5255 or 478-396-9534 New Cingular Wireless PCS, LLC Attn: Network Real Esta e Adm nistration Re: Cell Site #: 026-213 Cell Site Name: Maddox Fixed Asset No.: 10031255 PO Box 1630 Alpharetta, GA 30009 PROPRIETARY INFORMATION DO NOT DUPLICATE ORRE-DISTRIBUTEIVITHOUT APPROVAL 14 Utility Service Communica ions 9-26-12/10 11 12 FINAL Tank License Agreement Licensee Legal Dept: Licensee Accounts Payable: Phone. FOR OVERNIGHT MAIL New Cingular Wireless PCS, LLC Attn: Network Real Estate Administration Re: Cell Site #: 026-213 Cell Site Name: Maddox Fixed Asset Number: 10031255 12555 Cingular Way Alpharetta, GA 30004 Legal Department/Real Estate Re: Cell Site #: 026-213 Cell Site Name: Maddox Fixed Asset Number: 10031255 1025 Lenox Park Blvd. 5 Floor Atlanta, GA 30319 New Cingular Wireless PCS, LLC Attn: Accounts Payable Re: Cell Site #: 026-213 Cell Site Name: Maddox Fixed Asset Number: 10031255 P.O. Box 1630 Alpharetta, GA 300 9 Licensee Emergency Contact: Pursuant to Section 8 AT&T NOC (800) 298 Notice given by certified or registered mail or by reliable overnight courier shall be deemed delivered on the date of receipt (or on the date receipt is refused) as shown on the certification of receipt or on the records or manifest of the U.S. P stal Service or such courier service. PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTifilittelMMIOUT APPROVAL 15 Utility Service Communications 9 -26- 12/10 -11 -12 FINAL Tank License Agreement 16. Default (a) Any one or more of the following events shall constitute a default ( "Default ") by Licensee under this Agreement: (i) Licensee's failure to pay any fees, additional fees or other payments set forth herein and such failure continues for ten (10) business days •after Licensor provides written notice thereof to Licensee; (ii) the abandonment by Licensee of either the Equipment or that portion of the Site upon which the Equipment was installed; (iii) the prosecution of any case, proceeding or other action under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief with respect to Licensee, or seeking reorganization, arrangement, adjustment, winding - up, liquidation, dissolution or other relief with respect to Licensee or Licensee's debts; (iv) the making by Licensee of an assignment or any other arrangement for the general benefit of creditors under any state statute; or (v) Licensee's failure to perform any other of its obligations under this Agreement and such failure continues for thirty (30) days after Licensor gives written notice thereof to Licensee. (b) In the event of a Default, Licensor shall be entitled at Licensor's option to terminate this Agreement and to remove all of Licensee's Equipment, improvements, personnel or personal property located at the Site at Licensee's sole cost and expense. In the event that Licensor should, as a result of the default in the performance by Licensee of its obligations hereunder, incur any costs or expenses on behalf of Licensee or in connection with Licensee's obligations hereunder, such sums shall be immediately due to Licensor as an additional fee hereunder upon rendering of an invoice by Licensor to Licensee. (c) At any time or from time to time after the removal of the Licensee's property from the Site pursuant to Section 16(b) above, whether or not the current term of this Agreement shall have been terminated, Licensor may (but shall be under no obligation to) re- license Licensee's former space at the Site, or any part thereof, for the account of the Licensor, for such term or terms (which may be greater than or less than the period which would otherwise have constituted the balance of the current term of this Agreement) and on such conditions (which may include concessions or free site fees) and for such uses as Licensor, in Licensor's absolute discretion, may determine, and may collect and receive PROIR :INFORMATION DO NOT DUPLICATE OTC fi 'TI4IBEt WITHOUT APPROVAL 16 Utility Service Communications 9 -26- 12/10 -11 -12 FINAL Tank License Agreement payments therefrom. Licensor shall not be responsible or otherwise liable for any failure to re- license Licensee's former space at the Site or any part thereof or for any failure to collect any payments due upon any such re- licensing. (d) No Default pursuant to this Section 16, by operation of law or otherwise (except as expressly provided herein), no removal of Licensee's property from the Site pursuant to the terms of this Agreement, and /or no re- licensing of Licensee's former space at the Site shall relieve Licensee of Licensee's obligations or liabilities hereunder, all of which shall survive such Default, removal and/or re- licensing. Without limiting the foregoing, upon Licensee's removal from the Site pursuant to this Section 16, Licensee shall nonetheless remain liable for all license fees and other payments hereunder for the remainder of the then - current term. (e) All of the rights, powers, and remedies of Licensor provided for in this Agreement or now or hereafter existing at law or in equity, or by statute or otherwise, shall be deemed to be separate, distinct, cumulative and concurrent. No one or more of such rights, powers, or remedies, nor any mention or reference to any one or more of them in this Agreement, shall be deemed to be in the exclusion of, or a waiver of, any other rights, powers, or remedies provided for in this Agreement, or now or hereafter existing at law or in equity, or by statute or otherwise. The exercise or enforcement by Licensor of any one or more of such rights, powers, or remedies shall not preclude the simultaneous or later exercise or enforcement by Licensor of any or all of such other rights, powers, or remedies. (f) Licensor shall not be deemed in default in the performance of any obligation unless Licensor has failed to perform such obligation within (30) days following Licensor's receipt of written notice of such default from Licensee; provided, however, that if Licensor's obligation is such that more than (30) days are required for its performance, then Licensor shall not be deemed to be in default if it shall commence such performance with the 30 day period and thereafter, diligently prosecute the obligation to completion. 17. Taxes Licensee shall pay all personal property or real property taxes assessed against, or the portion of such taxes attributable to, Licensee's Equipment and/or its improvements. Licensee shall not be obligated to pay real property taxes or other fees and assessments attributable to the Tank or the Site. 18. Operational Responsibilities (a) Licensee, at its sole cost and expense, shall be responsible for the maintenance of its Equipment and its improvements, if any, in accordance with Section 5 herein and all applicable laws, rules, ordinances and regulations. PROPRIETARYRtTION DO NOT DUPLICATE OR RE- DISTRIBUT WITHOUT APPROVAL 17 Utility Service Communications 9 -26- 12/10 -11 -12 FINAL Tank License Agreement (b) In the event that Licensor determines that the installation or operation of the Equipment is resulting in corrosion or damage to the integrity of the Tank, Licensee shall take corrective action at its sole expense within thirty (30) days after it becomes aware of such corrosion or damage in order to eliminate the corrosion or damage. If Licensee fails to take such corrective action within said thirty (30) day period, Licensor may perform all the necessary corrective action at Licensee's sole cost and expense and such sum shall be immediately due as an additional fee hereunder upon the rendering of an invoice by Licensor to Licensee. (c) Subject to Section 5 (e) and Section 15, Licensor agrees that Licensee shall have limited access to the Tank for the purpose of installing Licensee's Equipment, and that during the continuation of this Agreement. Licensee must give notification prior to gaining access to the Tank and Site Pursuant to Section 15 "Licensor Access Notification Requirements ". Licensee agrees that only authorized engineers of Licensee, or persons under their direct supervision, will be permitted to enter the Site for any purpose as permitted herein. Licensee understands and agrees that other licensees and their authorized representatives shall also have limited access to the Site and the Tank for similar purposes, and that Licensor shall not be responsible for the actions of any of such parties. (d) Licensor at all times during the term of this Agreement will maintain the Tank and all associated Tank lighting in compliance with all applicable federal, state and local laws, rules and regulations relating to communications tower /structure lighting, including, without limitation, Part 17 of the rules and regulations of the Federal Communications Commission (the "FCC "). In the event that Licensee receives notice or otherwise obtains knowledge that the Tank lighting is not in compliance with any applicable law, rule or regulation, Licensee will immediately so notify Licensor (by fax or by telephone, confirmed in writing) and will cooperate with Licensor in curing any such noncompliance. 19. RF Emissions Compliance (a) Licensee is aware of its obligation to comply with all applicable rules and regulations of the FCC pertaining to RF emissions standards, as well as applicable rules and /or regulations of any other federal or state agency (including, but not limited to, OSHA) having jurisdiction over the installation, operations, maintenance and/or working conditions involving RF emissions and/or safety and work standards performed on or near communication towers and antenna Sites. Licensee agrees to be solely responsible for compliance with all applicable FCC and other governmental requirements with respect to the installation, operation and maintenance of its Equipment and for repairs to its Equipment at the Site. Licensee will immediately remedy its operations to comply with such laws, rules and regulations as they apply to its operations and/or the operations of all tenants and users taken in the aggregate at the Site. (b) Licensee shall take any and all steps required to cooperate with all tenants and users at the Site to comply individually and in the aggregate with all applicable PROPRIETARY INOMATION DO NOT DUPLICATE OR RE- DISTRIBUTE WITHOUT APPROVAL 18 Utility Service Communications 9- 26- 12/10 -11 -12 FINAL Tank License Agreement FCC and other governmental RF emissions standards. In this respect, Licensee agrees to pay to Licensor its pro rata share of the cost of any engineering studies performed at the request of the Licensor at the Site involving the measurement of RF emissions and RF emissions compliance pertaining to the Site and the development of the initial Site specific safety plan. The expense for subsequent changes to a Site safety plan caused by antenna modifications or additions shall be borne by the party or parties responsible for such changes or additions. 20. Disclaimer of Warranties LICENSOR HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ASSOCIATED WITH THE TANK OR SITE. LICENSEE ACCEPTS THE TANK AND SITE "AS IS ". 21. Waiver of Licensor/Tank Owner's Liens Licensor /Tank Owner waives any and all lien righ it may have, statutory or otherwise, concerning the Licensee's Communication Equipment or any portion thereof. Licensee's Communication Equipment shall be deemed personal property for purposes of this Agreement. Licensor consents to Licensee's right to remove all or any portion of the Licensee's ground Equipment from time to time in Licensee's sole discretion with prior notification to Licensor. 22. Miscellaneous (a) This Agreement shall not be modified, extended or terminated (other than as set forth herein) except by an instrument duly signed by Licensor and Licensee. Waiver of a breach of any provision hereunder and circumstances will not constitute a waiver of any subsequent breach of such provision, or of a breach of any other provision of this Agreement. (b) Licensor and Licensee represent and warrant to each other that no broker was involved in connection with this transaction and each party agrees to indemnify and hold the other harmless from and against the claims of any broker made in connection with this transaction. (c) No modification of this Agreement of Licensee's space at the Site or any part thereof or of any interest therein by Licensee shall be valid or effective unless agreed to and accepted in writing by Licensor, and no act by any representative or agent of Licensor, other than such a written Agreement and acceptance, shall constitute an acceptance thereof. (d) This Agreement .. embodies the entire Agreement between the parties and supersedes all prior or contemporaneous Agreements between the parties with regard to the PROPRIETARY INFORMATION DO NOT DUPLICATE OR R TSTRIBUTE WITHOUT APPROVAL 19 Utility Service Communications 9 -26- 12/10 -11 -12 FINAL Tank License Agreement subject matter hereof. If any provision herein is invalid, it shall be considered deleted from this Agreement and shall not invalidate the remaining provisions of this Agreement. (e) This Agreement may be executed in counterpart copies, each of which shall be deemed an original, but all of which together shall constitute a single instrument. (f) All section headings and captions used herein are for the convenience of the parties only and shall not be considered a substantive part of the Agreement. (g) This Agreement shall be governed by and construed in accordance with the laws of the State in which the Site is located. (h).. This Agreement creates a license only and Licensee agrees and acknowledges that Licensee does not and shall not claim at any time any real property interest or estate of any kind or extent whatsoever in the Site by virtue of this Agreement or Licensee's use of the Site pursuant hereto. Nothing herein contained shall be construed as constituting a partnership, joint venture or agency between Licensor and Licensee. (i) Neither this Agreement nor any memorandum hereof shall be recorded in the land records of any county or city or otherwise without the prior written consent of Licensor. (j) Licensor warrants, represents and agrees that neither the Licensor, nor to the best of Licensor's knowledge, any third party has used, generated, stored or disposed of any hazardous materials in, on or under the property on which the Tank is located to the best of Licensor's knowledge. PROPRIETARY NFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 20 Utility Service Communica ions 9-26-12/10-11-12 FINAL Tank License Agreement IN WITNESS WHEREOF, the undersigned have executed this Ag eement. LICENSOR: UTILITY SERVICE COMMUNICATIONS Co., Inc. By: Name: Debbie Sullivan Title: Vice President Site Management Date: LICENSEE: New Cingular Wireless PCS, LLC By: AT&T Mobility Corporation Its: Manager By: Name: Title: Date: PROPRIETARy INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 21 Utility Service Communications Tank License Agreement Tank Owner: Tank Location: Licensor Project No.: Licensee Name: Licensee I.D.: Licensee Fixed Asset No.: 1. Frequencies: Existing Transmit: 1940 -1985 Receive: 1860 -1905 New Transmit: 1940 -1985; 734 -746 Receive: 1860 -1905; 704 -716 2. FCC call letters: 3. Type of Service: PCS, UMTS, LTE 4. Transmitter (s) : Existing to remain: Number: Make: Model: TWO (2) Ericsson (1)3106/(1)2106 Power Output: 43 dBm ERP: 685.49 watts New: Number: ONE (1 Make: Ericsson Model: 6601 Power Output: ERP: Exhibit A Augusta Utilities 3936 Belair Road Augusta, GA 127711 AT &T 026 -213 - Maddox 10031255 PROPRIETARY INFORMATION 22 9- 26- 12/10 -11 -12 FINAL Exsting to be removed: Number: NONE Make: N/A Model: N/A DO NOT DUPLICATE OR RRL1MSTRTTHJTE WITHOUT APPROVAL Utility Service Communications Tank License Agreement 5. Receiver (s) : Existing to remain: Number: TWO (2)' Make: Ericsson Model: Power Output:43 dBm ERP: 685.49 watts New: Number: Make: Model: Power Output: ERP: 6.TMA(s) / ODU(S Existing to r Number: Make: Model: Dimensions: Weight: New: Number: Make: Model: Dimensions: Weight: 7. Diplezers(s) : Exist ±rg to remain: Number: NONE Make: N/A Model: N/A Dimensions: N/A Weight: N/A New: Number: Make: Model: Dimensions: Weight: (1)3106 /(1)2106 ONE (1) Ericsson 6601 TWELVE (12) Andrew ETM190G -12UB 15.8 "x 6.9" x 16 lbs NONE N/A N/A N/A N/A NONE N/A N/A N/A N/A in: Number: Make: Model: NONE N/A N/A 9 -26- 12/10 -11 -12 FINAL Existing to be removed: Existing to be removed: Number: NONE Make: N/A Model: N/A 2.9" Dimensions: N/A Weight: N/A Existing to be removed: Number: NONE Make: N/A Model: N/A Dimensions: N/A Weight: N/A PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE- DISTRIBUTE WITHOUT APPROVAL 23 Utility Service Communications Tank License Agreement 8 . RRU (s) / RRH (s) : E ting to remain: Number: NONE Make: N/A Model: N/A Dimensions: N/A Weight: N/A Number and Size of Cable(s): N/A New: Number: Make: Model: Dimensions: Weight: Number and 7/8" DC Cables 9. s timg SIX (6) Ericsson RRUS -11 18.2" 'x 25" x 6.7" 55 lbs Size of Cables(s): rctector (s) : o rOMA3: Number: NONE Make: N/A Model: N/A Dimensions: N/A Weight: N/A Number and Size of Cable(s): N/A New: Number: ONE (1) Make: Raycap Model: DC6- 48- 60 -18 -8F Dimensions: 24" x 11" Weight: 18.9 lbs Number and Size of Cables(s): N/A Number: THREE (3) Make: Raycap Model: DC2- 48- 60 -0 -9E Dimensions: 10.25" x 10.25" x 6.2" Weight: 16 lbs Number and Size of Cables(s): N/A PRWRIET A INFOR NIATION Existing to be removed: Number: NONE Make: N/A Model: N/A (1) 3/8" Existing to be removed: Number: NONE Make: N/A Model: N/A DO NOT DUPLICATF`Ott`REIMSTRIBUTE WITHOUT APPROVAL 24 9- 26- 12/10 -11 -12 FINAL fiber cable; (2) Utility Service Communications Tank License Agreement 10 .Antenna (s) : Existing to remain: Number: THREE.. (3) Make: Model: Type: Dimensions: 51.3 "x6.1 "x2.7" Weight: 16.5 lbs New: Number: Make: Model: Type: Dimensions Weight: 11 Microwave(s): Existing to Number: Make: Model: Type: Dimensions: Weight: New: Number: Make: Model: Type: Dimensions: Weight: Kathrein 742215 Panel THREE (3) Kathrein 800 -10764 Panel 55.2" x 11.8" x 40.8 lbs remain: NONE N/A N/A N/A N/A N/A NONE N/A N/A N/A N/A N/A 6 " 12 .RCU (s) / RET (S) : Existing to remain: Number: THREE (3) Make: Kathrein Model: 860 -10025 Type: Dimensions: 7.6" x 2.3" x 1.9" Weight: 1.16 lbs Number & Size Coaxial Cable: (1) 25 Removing Number: Make: Model: Type: Dimensions: 53.5 "x6.6 "x3.2" Weight: 31 lbs Existing to be removed: Number: NONE Make: N/A Model: N/A Type: N/A Dimensions: N/A Weight N/A Existing to be Number: NONE Make: N/A Model: N/A Type: N/A 3/8" PROP IrimmoioN DO NOT DUPLICATE OR RE- DISTRT1 UTE`R'ITHOUT APPROVAL 9 -26- 12/10 -11 -12 FINAL Contractually: THREE (3) RFS APXV18- 2065515L - 2 Panel removed: Utility Service Communcations 9 -26- 12/10 -11 -12 FINAL Tank License Agreement New: Number: NONE Make: N/A Model: N/A Type: N/A Dimensions: N/A Number & Size C a i 1 Cable: N/A 13.Coax: Existing Number: Make: Model: Color: Size: New: Number: Make: Model: Color: Size: to remain: TWELVE (12) Andrew LDF7 -50A White / black 6 @ 1 -5/8" 6 @ 2 -1/4" NONE N/A N/A N/A N/A 14.Generator• None Type: Size: 15.Fuel Tank None Type: Size: RCU cable must be attached to Licensees Antenna coax Run. 26 Existing Number: Make: Model: Color: Size: PROTARY INFORMATION DO NOT DUPLICATE OR RE- DISTRIBUTE WITHOUT APPROVAL to be removed: NONE N/A N/A N/A N/A Utility Service Communications 9 -26- 12/10 -11 -12 FINAL Tank License Agreement 16.Anterma mounting height, mounting orientation, and ground space s age : Mounting method and exact location subject to review and approval by Licensor. Loose gravel is NOT permitted at the site. Adding three (3) antennas mounted on THREE BALCONY post(s) at the 115' level, giving Licensee a total of 9 antennas on nine (9) balcony post(s) at a maximum separation .between posts of five feet in each sector. Alpha position at 0 degrees balcony mid railing Beta position at 120 degrees balcony mid railing Gamma position at 240 degrees balcony mid railing 17. Licensee's Existing Ground space measuring 18' x 18' will remain the same. Final Configuration: NINE (9) antennas TWELVE (12) TMA'S TWELVE (12) COAX SIX (6) RRU's FOUR (4) surge suppressors ONE (1) fiber cable TWO (2) DC power cables ONE (1) ret cable THREE (3) ret controllers PROPRIETA ,' '`FRMATION DO NOT 1 » ICATE OR RE- Dist 'kf$ WITHOUT APPROVAL dIIi; 27 Utility Service Communica ions 9-26-12/10-11-12 FINAL Tank License Agreement Attach a copy of Wireless Communications Management Agreement Attach a copy of Licensor's W-9 1. Tank Owner: Augusta Utilities Exhibit B 2. Address of Tank: 3936 Belair Road, Augusta, GA 3. Coordinates: (LT: 32° 27' — 44.231" by LG: 82° - 0 ' — 27 558") 4. Tank Height: —147' AGL 5. Licensee Ground Equipment is :Cabinets 6. Site Plan — Sketch attached PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DIS2iKIBUTE WITHOUT APPROVAL 28 Utility Service Commum ations 9-26-12 / 10-11 12 FINAL Tank License Agreement Exhibit C List and attach copies of all licenses and permits, Phase I, Phase II, NEPA, SHPO findings pertinent to the Site, and a current insurance certificate (Insurance certificate must contain waiver of subrogation) PRCiiiiIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 29 Utility Service Communications 9 26 12 / 10-11-12 FINAL Tank License Agreement Exhibit D Utility Service Communications Co., Inc (USCCI) Structural & Drawing Requirements Structural Requirements: Gross Analysis, with calculations, of the entire structure using wind loads appropriate for the ge graphical area per the latest AWWA c de requirements. The analysis must show the actual versus allowable stresses for the anchor bolts, wind rods, columns and struts. In addition, local stresses should be evaluated at the antenna supports attachment points. Summary page must include. 1. Size of Tank (Capacity in ga lons). 2. Total number of posts if corral installation and number of coax. 3. Total number of antenna and coax if balcony installation. 4. Wind load used (MPH). 5 Diameter of Tank bowl and balcony. 6. Total Tank height. 7. Balcony height. Drawing Requirements: 1. All drawings must be Site sp cific. 2. If USCCI Project Manager has made site visit prior to drawing, a sketch of site (n t to sc le) will be given to Site Acquisition contact. 3. 4-6 gang meter for Power and Telco must be placed at the Site to accommodate utility meter reader. 4. Coax may e required to be buried by USCCI Project Manager and/ r Tank Owner 5. Coax must be routed on the inside (riser side) face of the Tank leg. Only exception: design of Tank would not allow. 6. 1St and/or 2 Licensee coax must be installed in the inside of a hinged jumbo cluster bracket 2' and/or 3r Licensee install on outside of same bracket if ground Equipment location will allow 7. Tank hei ht, RA center heig t, h lc ny height must be on plans. 8. If Licensee is co-locating on top of Tank or corral, the diameter of Tank must be on plans. Plans must indicate current antenna locations on the Tank. 9. Only full sealed welding is allowed and must be indicated on plans. 10. All coax running over the bowl of Tank must have at least 4' separation from Tank logo and coax must be shrouded with shrouding painted to match Tank. 11. Corral must be painted to match Tank. 12. Licensee may be required to use col r co x to match Tank. 13. Painting of coax not allowed. PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 30 Utility Service Communica ions 9-26-12 / 10-11-12 FINAL Tank License Agreemen 14. Corral sts must be marked 1, 2, 3, etc., indicating which post Licensee will be usin and the orientation of the antenna's. ost #1 to align with True North. (No skipping of post within a sector) 15. The number of coax installed must be den t d on plans. 16. Li ensee may e required to install a "Stymielock" at the compound ntry gate. If applicable this lock must be denoted on the drawings. 17. Signature box must be included on the title sheet. Signature box to include: a. USCCI Project Manager Licensee Project Manag 18. The istance from Tank to Equi ment shall be no less than 10' 19. Licensed Ground area must be in concrete not gravel, due to ground maintenance problems. 20. Low-level Ice Bridge must have concrete underneath to prevent weed or grass growth. Installation must follow Installation Standards in License Agreement along with any site-specific requirements and/or Governmental and AWWA requirements. Installation inspection must be performed by USCCI Site Management division prior to Licensee being allowed t go n air (Regardles.s of Contractor) USCCI Project Manager will make every effort to meet at the Tank Site with Tank Owner, Site Acquisition contact, Project Manager and any other parties prior to Licensee submitting for plans. This will help insure drawings are c rrec the first time. Make sure all involved parties are issued thes requirements as well as Installation Standards in License Agreement. If you have any questions, please contact: Lee Duke, USCCI Project Manager at 1-478-9 8-526 or Cell: 1-478-396- 0843. Or, Debbie • Sullivan, USCCI Vice resident Site Management at: 1 800-679-7819 or 1-478-396-9534. PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 31 Utility Service Communic ions 9-26-12 / 10-11-12 FINAL Tank License Agreement 1.0 Introducti n: 2.0 Contractor Qualifications: Exhibit E Utility Service Commqpications Co., Inc. (USCCI) Installation Standards for Antennas and Related CommUnmcation Equipment 1.1 The various communication companies have been installing antennas and related communication Equipment on Tanks for a number of years, but more recently the frequency and complexity these installati ns has increased dramatically. The types of installati ns typically being utilized have the potential of re uc ng the structural integrity of the Tank facility and have several adverse effects on the maintenance of the structure and its coating systems. Major Tank manufactures have historically avoided providing any engineering analysis or installation assistance with regard to this type of Equipment. 1.2 The purpose of this standard is to 1. Provide a general guide for Licensee, their consultants, site construction managers, installation contractors and their crews. 2. Prevent possible structural failure. 3. Ensure compliance with the industry standards that were in place during th riginal construction of the facility. 4. Ensure current operational and maintenance standards. 5. Provide maintenance access to the Tank. New appurtenan es and attachments are to be in compliance with the lat st AWWA codes and regulations including pro sed amendments and or commentaries. 1.3 Licensee may be required to install a "Stymielock" on the compound entry gate. 1.4 Antenna installations on T nks withou revious Licensee antenna installations will be requ red to furnish and erect a corral in accordance with USCCI standard design and meeting the OSHA 1926-502 Rail Requirements with a locking gate when applicable. 1.5 At Tank Owner s request, Licensee may be required to use col red c ax t match the color of the Tank as closely as possible. 2.1 All licensee installations require the se of certified electronics technicians, s eeplejacks electricians or PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 32 Utility Service Communication Tank License Agreement licensed contractors that have received prior to commencing any installation work. shall requir he completion of a USCCI Contractors Qualification Package along with submitt 1 of photographs of prior Tank .installations All installation work shall be in accordance with an USCCI previously approved installation plan. USCCI, at its sole discretion, shall have the right to supervise the installation of any and all Equipment. Ce tificates of insurance will be required by USCCI of any installer. 2.2 All approved installers shall have demonstrated capability of conforming to established manufacturer's installation standards, as well as any special standards imposed by USCCI. All work shall be performed in a neat and workmanlike manner. 2.3 All install rs will have a certif e welder per AWS D1.1 performing any welding. 2.4 All installers will have a demonstrated familiarity with AWWA 100 c de requirements as it relates to the installation f a purtenancesand attachments. 3.0 Health and Safety: 3.1 Access to an existing structure shall not be permitted by installation personnel without the express consent and appr val of USCCI. 3.2 Any access to the interior f th Tank is not permitted unless the Tank is emptied, taken out of service and isolated from the water supply system. 3.3 Precautions Any intrusion contamination. (see ANSI/AWWA C652) sha 1 be taken to prevent water contamination. t the Tank interior may be considered If contamination occurs disinfect the Tank 3.4 Lockout and Tagout procedures should be in place and followed. 3.5 Sit keys obtained will not e uplicat d. Combinations shall not be shared with anyone. 3.6 Personal RF monitors must be worn and examined when it is not possible t turn off the energy to any and all existing devic s on the structure. 3.7 The c at ng system shall - be checked for hazardous materials Where hazardous materials are found, the environment, potable water supply and all personnel shall be protected from contamination in accordance with applicable standards. PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 33 9-26-12 / 10-11-12 FINAL USCCI approval Such approval Utility Service Communica ions 9-26-12 / 10 11 12 FINAL Tank License Agreement 3.8 The contractor shall provide fall protection for their personnel during installation or inspection of any Equipment in acc rdance with OSHA. 3.9 Cables shall not be attached to any la d r structures, in accordance with OSHA standards 3.10 Manholes and other access ports shall not be obstructed in any way by cable routing or attachments, in accordance with OSHA standar s 3.11 Balc nies and platforms shall not be obstructed in any way by cable routing or attachments, in accordance with OSHA standards. 4. . General Workmanship: 4.1 Epoxy attachments shall not be us . Epoxy compoun s can lose strength at temperatures exceeding 140 degrees Fahrenheit. Additionally, epoxy compounds can be subjected to extreme stresses from thermal expansion/contraction of the metal structure due to changes in the ambient tempera ure n subsequently exhibit shear failure. 4.2 Stud welding shall not be used. A properly installed stud weld will scorch the internal coating system in the same manner as ordinary stick welding. In addition, the plate attachment to the studs is open t water seepage and corrosion from trapped wate nd mois ure. Proper coatin procedures cannot be used n the Tank surfaces that have plates or other attachments olted to them. 4.3 Any penetrations larger than 3" in diameter that are to be cut into the support structure require special expertise in design and installation to minimize the possibility of structural damage to the structure. Consideration should be given to re ucing the Tank water level whenever openings are cut into the support structure per AWWA recommendations A professionally engineered solution must be provided. 4.4 Older are prone to hid en c rrosion. A careful inspection of all comp n nts, including ultrasound thickness measurements are recommende to verify the Tank's structural strength relative to the original design. Corrective repairs should be made as recommended by a professional structural engineer competent with AWWA code requirements. 4.5 Antenna c bles should be arranged and located to allow protective wrapping during abrasive blasting and recoating. Neatly arranged cables shall be offset from the Tank to allow maintenance contractors to perform this work without removing the cable runs. Chainin or s rapping to tower legs or handrails is not all w d Ca le runs should be PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 34 Utility Service Commumca ions 9-26-12 / 10-11-12 FINAL Tank License Agreement routed under balconies or walkways to minimize access and rigging interference. Vertical coax routing up a leg should be orientated towards the c nter of the Tank on the insi e fac of the leg, typically between the struts and riser r s 4.6 Licensee shall use hinged cluster brackets with snap-in clips capable of supporting twenty-four (24) 1 5/8" coax cables and sha 1 route the coax cables on the inside of the cluster br cket . 4.7 Cables and antenna shall be installed to provide a minimum of 6" clearance from the coating systems. Any deviations must be expressly approved by USCCI. 4 8 Coax runs shall have a minimum o 4'- " cl arance from Tank logos. The coax run on the Tank b wl shall be shrouded and painted to match the Tank. 4.9 Coax hoisting grips shall not be supported by the balcony. The balcony is a critical structural component of the Tank struc ure. 4.10 If new antennas re installed on the top of the Tank, FAA obstruction lighting may need to be installed or raised to meet FAA guidelines. Local FAA height restrictions should be adhered to strictly. 4.11 Many components common to the commu 'cations industry are designed for easy shipping. When bo te together, back to back components should be seal welded to prevent future corrosion and rust streaking. 4.12 When electrical components are installed within the Tank sup ort p dest 1 the effects f high humidity, moisture and co de sa i ns should be considered and the Equipment ade uat ly pr t cted or waterproofed. 4.13 Interference with interior Tank components should be considered and avoided to minimize cable rerouting. 4.14 Penetr ti ns shall be des gned in accordance with AWWA secti n 3 13 4.15 Penetrations through walkways and platforms shall be toe board compliant in accordance with OSHA regulations. 4.16 Ground bars an leads shall not e installed on any part of the structure. Full seal welded coax and antenna standoffs may be utilized for mounting ground bars and leads. 4.17 A structural analysis by a professional engineer competent in the application of the AWWA code requirements is required on each structure. PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 35 Utility Service Communica ions 9-26-12 / 104142 FINAL Tank License Agreement 4.18 All installers shall comply with applicable local, state and federal requirements. In the absence of any applicable government standards, applicabl BO A and NEC codes, as well as FIA, TIA and AWWA, Standards will apply. 4.19 All materials and workmanship are to be incompliance with the latest AWWA codes and regulations 5 0 Welding: 5.1 All welding shall be in accordance 8, Weldin nd Section 11, Ins ection requires all welders to be certified in D1.1. 5.2 All wel s to the Tank surface sha 1 e ma e with E7018 hydr en rod and shall be sm ot an free of burs undercuts. Unacceptable welds s all e repaired as requires to meet AWWA D100 requirements. 5.3 No welding shall be done when the ambient temperature is below 32 degrees Fahrenheit unless the c ld weather welding requirements of AWWA D100, Section 10.2.1 are followed. 5.4 Penetrations shall not intersect Tank weld seams. Penetrations should clear existing seams by 6 inches. If this clearance is not possible, a review by a professional engineer shall be made of adjacent weld seams that may be affecte by local welding. 5.5 Welding to the'Tank or access tube opposite the water level is not permitted. The water level shall be drawn down to a level not less than 2 feet below the point of welding. 5.6 Galvanized c m onents shall not be welded directly to the Tank surface. Galvanized surfaces mating to the Tank structure must be ground fr of galvanizing pri r t welding. 5.7 Tubular columns on hermetically sealed and under any circumstance inside the le and ev damage. 6.0 Painting: 6.1 Welding may the weld repaire in paint system. after completion compatible with recommended that to evaluate the with AWWA D100 Section and Testing. This accordance with AWS multi-leg supported Tanks are must not be breached or punctured since moisture will accumulate entually cause serious structure • cause blistering of the interior paint opposite amaged interior paint surfaces shall be a manner that is compatible with the existing Exterior paint damage shall be repaired of the antenna installation, and should be the existing paint system. It is a one-year annivers ry inspection be made quality of the touchup and repainting if PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 36 low and 6.1 Utility Service Communications 9-26-12 / 10-11-12 FINAL Tank License Agreement required. AWWA D102 should be consulted for proper paint procedure. 6.2 All painting and surface prep r ti n shall be in compliance with SS C an NACE regulations. 6.3 Utility Service Company must be given "First Right of Refusal" to perform both interior and exterior touch up on Tanks th t ar currently being maintained by Utility Servic C mpany 7.0 Electrical: 7.1 All installation work shall be performed in a neat and workmanlike manner. Any new installation shall not cause mechanical, electrical or electronic interference to other RF Equipment located on the si e. 7.2 All installations shall comply with all applicable local, state and federal requirements. In the absence of any applicable government standards, applicable BOCA and NEC codes, as well s EIA, TIA and AWWA must be adhered to. 7.3 All RF Equipme t and transmission • lines installed shall be FCC ype accepted for the radio service and frequencies proposed in the license Agreement and attached exhibits. 7.4 All transmission lines shall be attach d to tower coax supports using snap-in hangers The use f stainless steel angle adapters (Andrew 31768A or ap roved equal) is authorized. Cable ties are no permitted. 7.5 Where practical, cable runs shall be buried between the tower and electrical Equipment housing. 7.6 When p ssib e, the Equipment cabinet or shelter will be locat d a minimum of 10'-0" from the Tank. 7.7 A four (4) to six (6) gang meter for Power and Telco shall be provided by the Licensee. 8 0 Equipment. 8.1 All transmission lines shall be tagged at the top and bottom of each run near the connector with an identification tag containing the Licensee's name, with Sector loca ion FCC or IRAC call sign and the frequency assigne . rass tags with c per wire are preferred. Plastic tags with vinyl labels or indelible ink markings are acceptable Licensee's name, site name, site I.D., site address, contact for the licensee, phone number and the output power must be posted at the site. 8.2 Licensee shall be responsible for the pr p r signage at the site per all regulatory requirements. PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 37 Utility Service Communi awns 9-26-12 / 10-11-12 FINAL Tank License Agreement 8.3 Equipment shall only be installed in locations and positions determined by Utility Service Communications. The USCCI Project Manager will designate the exact locations for the installation f electric Equipment, transmission lines and anten as. If for any reason the proposed installation cannot conform to these instructions, the USCCI Project Manager shall be contacted prior to any further w rk shall be housed in suitable EIA Equipment racks. All enclosure remain closed and locked at all times except during actual Equipment servicing. 8.4 All install d Equipment appr ved enclosures or doors and covers shall 8.5 Any new install tion will n t cause mechanical, electrical or electronic interference to other Licensee RF Equipment, other associated Licensee Equipment or any Licensor Equipment located in the Equipment shelter, tower structure or anywhere else on the site. 8.6 Equipment installed greater than 20' 0" from the Tank must hav he coax run buried per applicable specifications 8.7 Ice ridges must either be a maximum with concrete underneath to prevent problems. Or, a minimum of 7'-0" above owner to maintain the grounds. 9 Inspections & Approvals: 9.1 USCCI shall be provided with 'as-built plans' or Tank mapping for review. 9.2 USCCI shall be provided with th structural analysis for rev w n a pr v 1. (See "Exhibit D" for Requirements) 9.3 USCCI shall be provided with all drawings for review and approval prior to start of construction. (See "Exhibit D" for Requirements) 9.4 USCCI must be supplied with a copy f the Purchase Order (P.O.) and/or Notice to Pr ceed ( T ) and a tentative schedule date of when exteri r and interior touch up will be completed. 9.5 Contractor shall provide a closeout package the r ject prior to acceptance by USCCI. sha 1 su ply s a minimum, photographs, cop es of permits and as-built drawings and for subcontractors and vendors. 9.6 USCCI Site Management must complete a final inspection and approve prior to Licensee going n air. (Regardless of Contractor) PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 38 of 16" above grade ground maintenance grade to allow Tank at the end of This package sweep charts, lien waivers Utility Service Communications 9-26-12 / 10-11-12 FINAL Tank License Agreement If you have any quest ns regarding these installation standards, contact Lee Duke, USCCI Project Manager at. - 478 - 98 -5260 Cell: 1-478- 396-0843 OR Debbie Sullivan, Vice President Site Management at 1-800-679-7819 Cell: 1-478-396-9534. PROPRIETARY INFORMATION DO NOT DUPLICATE OR RE-DISTRIBUTE WITHOUT APPROVAL 39