Loading...
HomeMy WebLinkAboutL 12904 P 801SUFFOLK COUNTY CLERK RECORDS OFFICE RECORDING PAGE Type of Instrument: EASEMENT Recorded: 03/16/2017 Number of Pages: 19 At: 12:35:51 PM Receipt Number : 17-0044999 TRANSFER TAX NUMBER: 16-24575 LIBER: D00012904 PAGE: 801 District: Section: Block: Lot: 1000 108.00 04.00 011.003 EXAMINED AND CHARGED AS FOLLOWS Deed Amount: $2,000,000.00 Received the Following Fees For Above Instrument Exempt Exempt Page/Filing $95.00 NO Handling $20.00 NO COE $5.00 NO NYS SRCHG $15.00 NO TP -584 $5.00 NO Notation $0.00 NO Cert.Copies $0.00 NO RPT $200.00 NO Transfer tax $8,000.00 NO Comm.Pres $37,000.00 NO Fees Paid $45,340.00 TRANSFER TAX NUMBER: 16-24575 THIS PAGE IS A PART OF THE INSTRUMENT THIS IS NOT A BILL JUDITH A. PASCALE County Clerk, Suffolk County r t Number of pages This document will be public record. Please remove all Social Security Numbers prior to recording. Deed / Mortgage Instrument 3 Page / Filing Fee Handling 20. 00 TP -584 -<--- Notation EA -52 17 (County) SUbTOtal EA-5217(State) R.P,T.S.A. Comm. of Ed. 5. 00 ' Affidavit Certified Copy NYS Surcharge 15. 00 Sub Total Other Deed / Mortgage Tax Stamp FEES 4 1 Dist. Real Property Tax Service Agency Verification Grand Total 3333987 1000 10800 0400 011003 5 1111111 ILII Illll 11111 1111 11111111111 I ILII RECORDED 2017 (lar 16 12:715:51 PM JUDITH A. PASCALE { CLERK OF SUFFOLK COUNTY L D00012904 F 00 i DT# 16-24575 Recording / Filing Stamps rwungdge rvrlL. 1. Basic Tax 2. Additional Tax Sub Tota I Spec./Assit. or Spec. /Add. TOT. MTG. TAX Dual Town Dual County Held forAppointmentqFeFo- — Transfer Tax Mansion Tax The property covered by this mortgage is or will be improved by a one or two family dwelling only, YES or NO If NO, see appropriate tax clause on page # of this instrument. Community Preservation Fund P II'�III I�IlI4EII�IIIIII�I�I�I'IEIIII I�II�'� Consideration Amount $ R SMI ,4 j II ! f I 15 -FEB -17 CPF Tax Due $ —� Improved_ 6 Satisfactions/Discharg syReRECO0&REstProTURN pO y Owners Mailing Address Vacant Land WHEN RECORDED RETURN TO: OLD REPUBLic TITLE TD ATTN: COMMERCIAL POST CLOSING 530 SOUTH MAIN ST TD SUITE 1031 AKRON OHIO 44311 TD Y 8 (330.436-6000) Mail to: Judith A. Pascale, Suffolk County Clerk Title Company Information 310 Center Drive, Riverhead, NY 11901 Co. Name www.suffolkcountyny.gov/clerk Title # Suffolk County Recording & Endorsement Page This page forms part of the attached EASEMENT AGREEMENT made by: (SPECIFYTYPE OF INSTRUMENT) GOBIL, LLC The premises herein is situated in SUFFOLK COUNTY, NEW YORK. TO In the TOWN of MATTITUCK SBA TOWERS IX, LLC In the VILLAGE or HAMLET of SOUTHOOLD BOXES 6 THRU 8 MUST BE TYPED OR PRINTED IN BLACK INK ONLY PRIOR TO RECORDING OR FILING. over 0 �� M Prepared by and Return to: SBA Network Services, LLC WHEN RECORDED RETURN TO: Attn: Karen Mello OLD REPUBLIC TITLE 8051 Congress Avenue ATTN: COMMERCIAL POST CLOSING Boca Raton, FL 33487 530 SOUTH MAIN ST SUITE 1031 561-226-9495 AKRON OHIO 44311 (33036-6000) VQ [Recorder's Use Above This Line] STATE OF NEW YORK COUNTY OF SUFFOLK Tax ID Number: 1000-108.00-04.00-011.003 EASEMENT AGREEMENT By and between GOBIL, LLC, a Florida limited liability company ("Grantor") with an address of 6915 SE Harbor Circle, Stuart. Florida 34996 and SBA TOWERS IX, LLC, a Delaware limited liability company ("Grantee") with an address of 8051 Congress Avenue, Boca Raton, FL 33487 By initialing below, the Grantor does hereby acknowledge that the Grantor has received, reviewed and approved this Easement Agreement in which the Easement described herein is granted from Grantor to Grantee. Grantor initial(s) here: 00041631 - v5 1 NY 18009-G USNY 10002 BAXTER { EASEMENT AGREEMENT This Easement Agreement ("Agreement") dated effective � 3 ° ^2016, by and between GOBIL, LLC, a Florida limited liability company, with an address at 6915 SE Harbor Circle, Stuart, FL 34996 ("Grantor") and SBA TOWERS IX, LLC, a Delaware limited liability company, with an address of 8051 Congress Avenue, Boca Raton, FL 33487 ("Grantee"). BACKGROUND Grantor is the owner of the real property described on Exhibit `A' attached hereto (the "Premises"). Grantor desires to grant to Grantee certain easement rights with respect to the Premises, as more particularly described below, and subject to the terms and conditions of this Agreement.. AGREEMENTS For and in consideration of the covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Grant of Easements. Grantor, for itself and its heirs, personal representatives, successors and assigns, hereby grants and conveys unto Grantee, its tenants, lessees, sublessees, licensees, agents, successors and assigns: (i) an exclusive easement (the "Exclusive Easement") in and to that portion of the Premises more particularly described on Exhibit `B' hereto; and (ii) a non-exclusive easement in and to that portion of the Premises more particularly described on Exhibit `C' hereto (the "Access and Utility Easement"); and (iii) a non-exclusive fall radius easement in and to that portion of the Premises more particularly described on Exhibit `D' hereto ( (the "Fall Radius Easement") (the "Exclusive Easement," the "Access and Utility Easement," and the "Fall Radius Easement," being collectively referred to herein as the "Easements"). The Easements shall be used for the purposes set forth in Section 6 hereof. 2. Private Easement. Nothing in this Agreement shall be deemed to be a dedication of any area for public use. All rights, easements, and interests herein created are private and do not constitute a grant for public use or benefit. 3. Successors Bound, This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective heirs, personal representatives, lessees, successors and assigns. It is the intention of the parties hereto that all of the various rights, obligations, restrictions, and easements created in this Agreement shall run with the affected lands and shall inure to the benefit of and be binding upon all future owners and lessees of the affected lands and all persons claiming under them. 4. Duration. The duration of the Easements granted herein shall be Fifty (50) years from the date of this Agreement ("Term") unless Grantee provides written, recordable notice of its intent to terminate this Agreement, in which event this Agreement and all obligations of Grantee hereunder shall terminate upon Grantee's recordation of any such notice. Grantor may not terminate this Agreement. 00091631 - v5 2 NY 18009-G USNY 10002 BAXTER 5. Easement Consideration. Grantor hereby acknowledges the receipt, contemporaneous with the execution hereof, of all consideration due hereunder. Accordingly, no additional consideration shall be due during the Term of this Agreement. Notwithstanding the foregoing, Grantor has granted to Grantee an additional area of five hundred (500) square feet as delineated on Exhibit 'E' hereto as the additional area (the "Additional Area"). In the event Grantee places any equipment in the Additional Area, Grantor shall be entitled to fifty percent (50%) of the revenue generated by the equipment situated in the Additional Area ("Revenue Share"). All Revenue Share contained herein shall be payable one month in arrears upon Grantee's receipt of rental payment from its tenant. Grantor acknowledges that Revenue Share shall only be due and payable for any portion of any tenant's rent attributable to its improvements located in the Additional Area. 6. Use of Easement Areas. (a) Exclusive Easement. Grantee and its designated customers, lessees, sublessees, licensees, agents, successors and assigns shall have the unrestricted right to use the Exclusive Easement for installing, constructing, maintaining, operating, modifying, repairing and replacing improvements and equipment, which may be located on the Exclusive Easement from time to time, for the facilitation of communications related uses in connection therewith and other uses as deemed appropriate by Grantee, in its sole discretion. Grantee may make any improvements, alterations or modifications on or to the Easements as are deemed appropriate by Grantee, in its sole discretion. At all times during the term of this Agreement, Grantee shall have the exclusive right to use, and shall have free access to, the Easements seven (7) days a week, twenty-four (24) hours a day. Grantee shall have the unrestricted and exclusive right to lease, sublease, license, or sublicense any structure or equipment on the Exclusive Easement and shall also have the right to license, lease or sublease to third parties any portion of the Exclusive Easement, but no such lease, sublease or license shall relieve or release Grantee from its obligations under this Agreement. Grantor shall not have the right to use the Exclusive Easement for any reason and shall not disturb Grantee's right to use the Exclusive Easement in any manner. Grantor and Grantee acknowledge that Grantee shall have the right to construct a fence around all or part of the Exclusive Easement, and shall have the right to prohibit anyone, including Grantor, from entry into such Exclusive Easement. (b) Access and Utility Easement. The Access and Utility Easement shall be used by Grantee, its tenants, lessees, sublessees, licensees, agents, successors and assigns for ingress and egress from and to the Exclusive Easement, as well as the construction, installation, operation and maintenance of overhead and underground electric, water, gas, sewer, telephone, data transmission and other utility facilities (including wires, poles, guys, cables, conduits and appurtenant equipment) with the right to construct, reconstruct, improve, add to, enlarge, change and remove such facilities, and to connect the same to utility lines located in a publicly dedicated right of way. Grantor shall not in any manner prevent access to, and use of, the Access and Utility Easement by Grantee or its tenants, lessees, sublessees, licensees, agents, successors and assigns and Grantor shall not utilize the Access and Utility Easement in any manner that interferes with Grantee's or its tenants', lessees', sublessees', licensees', agents', successors' and assigns' use of such area. If the Access and Utility Easement is currently used by Grantor [11IMi M1119MI 3 NY18009-G USNY10002 BAXTER E or its tenants, then Grantee shall not in any manner prevent access to, and use of, the Access and Utility Easement by Grantor or its tenants. (c) Fall Radius Easement. The Fall Radius Easement shall be governed as required by the appropriate governmental and regulatory authorities and shall be measured from the base of the antenna and/or tower structure erected, or to be erected, on the Exclusive Easement and extend one hundred and eighty (180) feet in all directions. 7. Equipment and Fixtures. Grantee's equipment, structures, fixtures and other personal property now or in the future on the Easements shall not be deemed to be part of the Premises, but shall remain the property of Grantee or its licensees and customers. At any time during the Term and within 180 days after termination hereof, Grantee or its customers shall have the right to remove their equipment, structures, fixtures and other personal property from the Easements. 8. Assignment. Grantee may freely assign this Agreement, including the Exclusive Easement and the Access and Utility Easement and the rights granted herein, in whole or in part, to any person or entity (including but not limited to an affiliate of Grantee) at any time without the prior written consent of Grantor. If any such assignee agrees to assume all of the obligations of Grantee under this Agreement, then Grantee will be relieved of all responsibility hereunder. 9. Covenants and Agreements. (a) Grantor represents and warrants that it is the owner in fee simple of the Premises, free and clear of all liens and encumbrances and that it alone has full right to grant the Easements. Grantor further represents and warrants that Grantee shall peaceably and quietly hold and enjoy the Easements for the Term. (b) During the Term, Grantor shall pay when due all real property taxes and all other fees and assessments attributable to the Premises. If Grantor fails to pay when due any taxes affecting the Premises, Grantee shall have the right but not the obligation to pay such taxes and demand payment therefore from Grantor, which payment Grantor shall make within ten (10) days of such demand by Grantee. The provisions of the foregoing sentence shall survive the termination or expiration of this Agreement. (c) Grantor shall not cause the area comprising the Easements to be legally or otherwise subdivided from any master tract of which it is a part in such a way that the remaining tract containing the Easements is substantially the only use of the tract, nor shall Grantor cause the area comprising the Easements to be separately assessed for tax purposes. If it is determined by Grantee that the transfer of the Easements set forth herein requires or shall require the subdivision of the Premises, and if Grantee, in its sole judgment, determines that it desires to seek subdivision approval, then Grantor agrees to cooperate with Grantee, at Grantee's expense, in obtaining all- necessary approvals for such subdivision. 00091631 - v5 4 NY18009-G USNY10002 BAXTER • (d) Grantor shall not grant, create, or suffer any claim, lien, encumbrance, easement, restriction or other charge or exception to title to the Premises that would adversely affect Grantee's use of the Easements. Grantor has granted no outstanding options to purchase or rights of first refusal with respect to all or any part of the Premises and has entered into no outstanding contracts with others for the sale, mortgage, pledge, hypothecation, assignment, lease or other transfer of all or any part of the Premises and there are no leases, written or oral, affecting the lands underlying the Easements. (e) Grantor has and will comply with all environmental, health and safety laws with respect to the Premises. (f) Grantor has not received notice of condemnation of all or any part of the Premises, notice of any assessment for public improvements, or notices with respect to any zoning ordinance or other law, order, regulation or requirement relating to the use or ownership of such lands and there exists no violation of any such governmental law, order, regulation or requirement and there is no litigation pending or threatened, which in any manner affects the Easements. (g) The representations and warranties made hereunder shall survive the Closing. Grantor agrees to indemnify, defend and hold harmless Grantee and its officers, directors, shareholders, agents and attorneys for, from, and against all damages asserted against or incurred by any of them by reason of or resulting from a breach by Grantor of any representatit-n, warranty or covenant of Grantor contained herein or in any agreement executed in connection herewith. 10. Non -Disturbance. During the Term, Grantor will not improve or grant any other easement, ground lease, lease, license, sale or other similar interest of or upon the Premises if such improvement or interest would interfere with Grantee's use of the Easements nor shall Grantor during the Term enter into any other lease, license or other agreement for a similar purpose as set forth herein, on or adjacent to the Premises. Grantee and its tenants, Iessees, sublessees, licensees, agents, successors, and assigns are currently utilizing the Exclusive Easement for the non-exclusive purpose of transmitting and receiving telecommunication signals. Grantor and Grantee recognize the Grantee's use of the easement rights set forth in this Agreement would be frustrated if the telecommunications signals were blocked, if an obstruction were built that would cause interference with such transmission, if access and/or utilities to and from the Exclusive Easement were partially and/or completely inhibited, or if Grantee's use was otherwise materially interfered with or prevented. Grantor, for itself, its successors and assigns, hereby agrees to use its best efforts to prevent the occurrence of any of the foregoing, and shall promptly undertake any remedial action necessary to do so. Grantee shall have the express right to seek an injunction to prevent any of the activity prohibited by this Section 10. 11. Access and Utilities. To the extent not otherwise addressed herein, (or to the extent any access and utility easement specifically referenced herein, including but not limited to the Access and Utility Easement or the Exclusive Easement, if applicable, cannot, does not, or will not fully accommodate the access and utility needs of the Exclusive Easement at any time), Grantor hereby grants and conveys unto Grantee, its tenants, lessees, sublessees, licensees, agents, successors and assigns, full, complete, uninterrupted and unconditional access to and from the Exclusive Easement, seven days a 00091631 - 0 5 NY18009-G USNY10002 BAXTER week, 24 hours a day, over and across any adjacent property now or hereafter owned by Grantor, for, without limitation, ingress and egress to and from the Exclusive Easement, as well as the construction, installation, location, maintenance, relocation and repair of overhead and/or underground utility connections, including electric, telephone, gas, water, sewer, and any other utility connection, provided that Grantee shall repair any damages to the Premises caused by such access. This easement, and the rights granted herein, shall be assignable by Grantee to any public or private utility company to further effect this provision. Grantor agrees to maintain all access roadways from the nearest public right of way to the Exclusive Easement in a manner sufficient to allow for pedestrian and vehicular access to the Exclusive Easement at all times. If it is reasonably determined by Grantor or Grantee that any utilities that currently serve the Exclusive Easement are not encompassed within the description of the Access and Utility Easement set forth herein, then Grantor and Grantee agree to amend the description of the Access and Utility Easement set forth herein to include the description of such areas. If it becomes necessary to relocate any of the utility lines that serve the Exclusive Easement, Grantor hereby consents to the reasonable relocation for such utility lines upon the premises for no additional consideration, and hereby agrees to reasonably cooperate with Grantee to create a revised legal description for Access and Utility Easement that will reflect such relocation. 12. Mortgagees' Continuation Rights and Notice and Cure. Grantee may from time to time grant to certain lenders selected by Grantee and its affiliates (the "Lender") a lien on and security interest in Grantee's interest in this Agreement and all assets and personal property of Grantee located on the Easements, including, but not limited to, all accounts receivable, inventory, goods, machinery and equipment owned by Grantee ("Personal Property") as collateral security for the repayment of any indebtedness to the Lender. Should Lender exercise any rights of Grantee under this Agreement, Grantor agrees to accept such exercise of rights by Lender as if same had been exercised by Grantee. If there shall be a monetary default by Grantee -under the Agreement, Grantor shall accept the cure thereof by Lender within fifteen (15) days after the expiration of any grace period provided to Grantee under this Agreement to cure such default, prior to terminating this Agreement (if permitted by the terms hereof). If there shall be a non -monetary default by Grantee under this Agreement, Grantor shall accept the cure thereof by Lender within thirty (30) days after the expiration of any grace period provided to Grantee under this Agreement to cure such default, prior to terminating this Agreement (if permitted by the terms hereof). Hereafter, this Agreement may not be amended in any respect which would be reasonably likely to have a material adverse effect on Lender's interest therein or surrendered, terminated or cancelled, without the prior written consent of Lender. If the Agreement is terminated or is rejected in any bankruptcy proceeding, Grantor will enter into a new easement agreement with Lender or its designee on the same terms as this Agreement within 15 days of Lender's request made within 30 days of notice of such termination or rejection, provided Lender pays all past due amounts under the Agreement, if any. The foregoing is not applicable to normal expirations of this Agreement. Grantor hereby agrees to subordinate any security interest, lien, claim or other similar right, including, without limitation, rights of levy or distraint for rent, Grantor may have in or on the Personal Property, whether arising by agreement or by law, to the liens and/or security interests in favor of the Lender, whether currently existing or arising in the future. Nothing contained herein shall be construed to grant a lien upon or security interest in any of Grantor's assets. Simultaneous with any notice of default given to Grantee under the terms of this Agreement, Grantor shall deliver of copy of such notice to Lender at an address to be provided by 00041631 - v5 6 NY18009-G USNY10002 BAXTER Grantee. 13. Notices. All notices required to be given by any of the provisions of this Agreement, unless otherwise stated, shall be in writing and delivered in person or by a national overnight delivery service (and shall be effective when received, when refused or when the same cannot be delivered) to the appropriate party at the address set forth below (or at such other address designated in writing pursuant to the terms hereof): To Grantor: Gobil, LLC 6915 SE Harbor Circle Stuart, FL 34996 . To Grantee: SBA Towers IX, LLC 8051 Congress Avenue Boca Raton, FL 33487 Attn: Legal Dept. RE: NY18009-G USNY10002 Baxter 14. Force Majeure. The time for performance by Grantor or Grantee of any term, provision, or covenant of this Agreement shall be deemed extended by time lost due to delays resulting from strikes, civil riots, floods, labor or supply shortages, material or labor restrictions by governmental authority, litigation, injunctions, and any other cause not within the control of Grantor or Grantee, as the case may be. 15. Recording. This Agreement shall be recorded at either Grantor's or Grantee's option. 16. Miscellaneous. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns. This Agreement shall be governed by and construed in accordance with the laws of the state or commonwealth where the Premises are located. 17. Captions and Headings. The captions and headings in this Agreement are for convenience and shall not be held or deemed to define, limit, describe, explain, modify, amplify or add to the interpretation, construction or meaning of any provisions of or the scope or intent of this Agreement. 18, Cumulative Remedies. Except as otherwise expressly provided herein, each and every one of the rights, benefits and remedies provided to Grantor or Grantee by this Agreement, or by any instrument or documents executed pursuant to this Agreement, are cumulative and shall not be exclusive of any other of said rights, remedies and benefits allowed by law or equity to Grantee. 19. Counterparts. This Agreement may be executed in one or more counterparts, and by the different parties hereto in separate counterparts, each of which when executed shall be deemed to be an original but all of which taken together shall constitute one and the same agreement. 00091631 - 0 NY18009-G USNY10002 BAXTER 0 • 20. Severability. If any provision of this Agreement is deemed unenforceable in whole or in part, such provision shall be limited to the extent necessary to render the same valid or shall be excised from this Agreement, as circumstances require, and this Agreement shall be construed as if such provision had been so limited or as if such provision had not been included herein, as the case may be. Additionally, if any laws, rules or regulations promulgated by any state, county or local jurisdiction, including without limitation those concerning zoning, subdivision or land use, or should any court of competent jurisdiction, make the sale of the Easements herein either void or voidable, Grantor agrees that upon the written request of Grantee, the grant of the Easements shall convert to a ground lease between Grantor, as lessor, and Grantee, as lessee, (with the Exclusive Easement area being the leased premises therein, and the Access and Utility Easement area remaining a non-exclusive easement for access and utility purposes) for uses consistent with those set forth in Section 6 hereof, and containing other terms and conditions acceptable to both parties; provided that Grantee shall not be required to obtain the consent of Grantor to enter into any sublease or license of any portion of the Exclusive Easement or to permit sublessees or licensees to utilize the Access and Utility Easement; nor shall Grantor be entitled to any additional consideration in connection with such subleases and licenses; and provided that the delivery of the consideration paid by Grantee to Grantor for the Easements at the execution of this Agreement shall constitute the prepayment of rent under such ground lease for an extended term of 50 years. 21. Attorney's Fees. If there is any legal action or proceeding between Grantor or Grantee arising from or based on this Agreement, the unsuccessful party to such action or proceeding shall pay to the prevailing party all costs and expenses, including reasonable attorney's fees and disbursements incurred by such prevailing party in such action or proceeding and in any appeal in connection therewith. If such prevailing party recovers a judgment in any such action, proceeding or appeal, such costs, expenses and attorney's fees and disbursements shall be included in and as a part of such judgment. 22. Entire Understanding and Amendment. This Agreement and the closing documents executed in connection therewith, constitute the entire understanding between the parties with regard to the subject matter hereof and there are no representations, inducements, conditions, or other provisions other than those expressed herein. This Agreement may not be modified, amended, altered or changed in any respect except by written agreement and signed by each of the parties hereto. 23. Zoning. To the extent any improvements, whether now or in the future existing, upon the Exclusive Easement do not meet zoning or other land -use requirements, or to the extent such improvements may otherwise have to be constructed and/or relocated, Grantor hereby consents to the reasonable construction and/or relocation of such improvements to accommodate such requirements and agrees to reasonably cooperate with Grantee to create a revised legal description for the Exclusive Easement and the Access and Utility Easement. Grantor hereby covenants and agrees that neither Grantor nor an affiliate of Grantor shall at anytime file an opposition to a zoning or land use application of Grantee or in any way publicly oppose Grantee at a zoning hearing or other land use proceedings in connection with the Premises and the Easements; and that Grantor shall promptly cooperate with Grantee in making application for obtaining all licenses, permits, and any other necessary approvals that may be 00091631 - v5 8 NY18009-G USNY10002 BAXTER required for Grantee's intended use of the Easements. 24. Rule Against Perpetuities. If the rule against perpetuities or any other rule of law would invalidate the Easements or any portion or provision hereof or would limit the time during which the Easements or any portion or provision hereof shall be effective due to the potential failure of an interest in property created herein to vest within a particular time, then each such interest in property shall be effective only from the date hereof until the passing of twenty (20) years after the death of the last survivor of the members of Congress of the United States of America (including the House of Representatives and the Senate) representing the state in which the Premises is located who are serving on the date hereof, but each such interest in property shall be extinguished after such time, and all other interests in property created herein and all other provisions hereof shall remain valid and effective without modification. 25. Cure Period; Default. No party to this Agreement shall be in default of the terms thereof until thirty (30) days following the date of the defaulting party's receipt of notice of default from the non - defaulting party. In the event such default is not reasonably capable of cure within such thirty (30) day period and such defaulting party promptly and diligently pursues the cure of such default during such cure period, such cure period shall be extended for so long as the defaulting party diligently pursues such cure for a maximum of ninety (90) additional days. In no event shall Grantor be entitled to terminate this Agreement as a result of or remedy for any breach or default thereunder by Grantee. In the event Grantor fails to comply with the terms of this Agreement, Grantee may, in its sole and absolute discretion, cure any such default, and to the extent Grantee incurs any expenses in connection with such cure (including but not limited to the amount of any real property taxes Grantee pays on behalf of Grantor), Grantor agrees to promptly reimburse Grantee for such expenses inured and hereby grants Grantee a security interest and lien in the Premises and the parent parcel in which it is located, if any, to secure Grantor's obligation to repay such amounts to Grantee. 26. Right of First Refusal/Exclusivity. If at any time during term of this Agreement, Grantor receives a bona fide written offer from a. third person (the "Offer") to sell, assign, convey, lease or otherwise transfer or create any interest in the Easements and/or Premises, or any portion thereof, which Grantor desires to accept, Grantor shall first give Grantee written notice (including a copy of the proposed contract) of such Offer prior to becoming obligated under such Offer, with such notice giving Grantee the right to purchase the Easements for a pro -rata price based on the size that the Easements are to the portion of the Premises described in the Offer. Grantee shall have a period of thirty (30) days after receipt of Grantor's notice and terms to accept the Offer or exercise Grantee's right to purchase the Easements and exercise this right of first refusal by notifying Grantor in writing. If Grantee has not accepted the Offer or exercised its right to purchase the Easements in writing to Grantor within such thirty (30) day period, the Offer will be deemed rejected. In addition to the above, Grantor shall not, at any time during the'term of this Agreement, grant any interest in any portion of the Premises (other than the conveyance of fee simple title to the entire Premises) to any third party without the prior written consent of Grantee, in Grantee's sole and absolute discretion. As part of Grantee's right to the undisturbed use and enjoyment of the Easements, Grantor shall not, at 00091631 - v5 9 NY 18009-0 USNY10002 BAXTER any time during the term of this Agreement (i) use or suffer or permit another person to use any portion of the Premises or any adjacent parcel of land now or hereafter owned, leased or managed by Grantor for the uses permitted herein or other uses similar thereto, or (ii) grant any interest or an option to acquire any interest in any portion of the Premises that permits (either during the term of this Agreement and/or after the term hereof) any of the uses permitted under this Agreement without the prior written consent of Grantee, in Grantee's sole discretion. Grantor may not assign any Easement Payment or this Agreement or any rights hereunder, except in connection with conveyance of fee simple title to the Premises, without the prior written consent of Grantee, in Grantee's sole and absolute discretion. 27. Further Acts, Attorney -In -Fact. Grantor shall cooperate with Grantee in executing any documents necessary to protect Grantee's rights under this Agreement or Grantee's use of the Easements and to take such action as Grantee may reasonably require to effect the intent of this Agreement. Grantor hereby irrevocably appoints Grantee as Grantor's attorney-in-fact coupled with an interest to prepare, execute and deliver land -use and zoning applications that concern the tower or the tower facilities, on behalf of Grantor with federal, state and local governmental authorities. [The remainder of this page is intentionally left blank. Signatures to follow.] 00091631 - v5 10 NY18009-G USN Y10002 BAXTER CN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the dates written below. WITNESSES: 6 W -m a I , .1 tT-0M. STATE OF FLORI A COUNTY OFG., 1 n GRANTOR: GOBIL, LLC, a Florida limited liability company By: (�w f J� William J. BaxtefjManaging Member The foregoing instrument was acknowledged before me April _1%%, 2016, by William J. Baxter, Managing Member of Gobil, LLC, a Florida limited liability company on behalf of the company, who is personally known to me. Samantha We ivNOTARY PUBLIC STAM OF FLORIDA Co n ro FF937279 EXPIrss 1'I lI B 019 (NOTARY SEAL) 00091631 - v5 NY 1$009-G USNY10002 BAXTER 4 1�ev kL4 I'CoXy Public Print Name: My Commission Expires:111(fln WITNESSES: —lot& Print Name: N 0 STATE OF FLORIDA COUNTY OF PALM BEACH GRANTEE: SBA TOWERS IX, LLC, a Delaware limited liability company By: 4h —rte Thomas P. Hunt Executive Vice President & General Counsel The foregoing instrument was acknowledged before me I"lC ,3 , 2016, by Thomas P. Hunt, the Executive Vice President & General Counsel SBA Towers IX, LLC, a Delaware limited liability company on behalf of the company, who is personally known to me. (NOTARY SEAL) 00091631 - v5 12 NYI8009-G USNY10002 BAXTER .+"""'•. QENISE M. SCHERER YP Notary Public - State of Florida •_ My Notary Public Comm. Expires Apr 24, 2017 Commission # FF 005763 Print Name: Bonded Through National Notary Assn. My Commission Expires: (NOTARY SEAL) 00091631 - v5 12 NYI8009-G USNY10002 BAXTER EXHIBIT `A' PREMISES LEGAL DESCRIPTION: PARENT PARCEL (AS PROVIDED) SITUATED IN THE TOWN OF SOUTHOLD, COUNTY OF SUFFOLK, STATE OF NEW YORK: PARENT PARCEL: CERTAIN REAL PROPERTY AS SHOWN ON THE SUFFOLK COUNTY TAX MAP AS DISTRICT 1000, SECTION 108, BLOCK 4, LOT(S) 11.003 AND 11.002, AND BEING FURTHER DESCRIBED AS BEING LOT NO. 2 ON A CERTAIN MAP ENTITLED, "MAP OF ALTERATION OF BOUNDARY LINE PROPOSED FOR WILLIAM J. BAXTER, JR., PATRICIA BAXTER, ROBERT A. GOELLER, JR. AND JANE P. GOELLER, AT MATTITUCK, TOWN OF SOUTHOLD, SUFFOLK COUNTY, N.Y." FILED ON MAY 15, 1990 IN THE OFFICE OF THE SUFFOLK COUNTY CLERK AS MAP NO. 8937. TAX I.D. NUMBER: 1000-108.00-04.00-011.003 BEING A PORTION OF THE SAME PROPERTY CONVEYED TO GOBIL,LLC, A FLORIDA LIMITED LIABILITY COMPANY, GRANTEE, FROM WILLIAM J. BAXTER, JR, AND PATRICIA BAXTER, GRANTOR, BY DEED RECORDED 12/07/2011, AS BOOK 12678, PAGE 798 OF THE SUFFOLK COUNTY RECORDS. BEING THE SAME PROPERTY CONVEYED TO GOBIL,LLC, A FLORIDA LIMITED LIABILITY COMPANY, GRANTEE, FROM JANE B. GOELLER AS TRUSTEE OF THE GOELLER FAMILY SURVIVOR'S TRUST U/A DATED APRIL 5, 2010, GRANTOR BY DEED RECORDED 313012016, AS BOOK 12858, PAGE 542 OF THE SUFFOLK COUNTY RECORDS. BEING THE SAME PROPERTY CONVEYED TO GOBIL,LLC, A FLORIDA LIMITED LIABILITY COMPANY, GRANTEE, FROM JANE B. GOELLER AS TRUSTEE OF THE GOELLER FAMILY BY-PASS TRUST UTA DATED APRIL 5, 2010, GRANTOR BY DEED RECORDED 3/30/2016, AS BOOK 12858, PAGE 545 OF THE SUFFOLK COUNTY RECORDS. 0009163 ! - v5 13 NY18009-G USNY10002 BAXTER EXHIBIT 'B' EXCLUSIVE EASEMENT A PORTION OF ALL THAT CERTAIN PARCEL OF LAND LYING IN THE HAMLET OF MATTITUCK, COUNTY OF SUFFOLK, STATE OF NEW YORK, DESCRIBED IN DEED BOOK 12638 PAGE 545, DEED BOOK 12858 PAGE 542, DEED BOOK 12578 PAGE 798, FURTHER DESCRIBED AS: COMMENCING FROM AN EXISTING IRON PIPE, FOUND ON THE NORTHERN MOST CORNER OF SAID PARCEL (SUFFOLK COUNTY TAX PARCEL 1000-108.00-04.00- 011.003), ALSO LYING ON THE WESTERN PUBLIC RIGHT OF WAY OF ELIJAHS LANE, HAVING NEW YORK STATE PLANE COORDINATES (LONG ISLAND ZONE) E:1395323.13' -AND- N:307109.08'; THENCE, S 160 20' 24" W FOR A DISTANCE OF 238.19 FEET TO THE POINT OF BEGINNING; THENCE, S 660 02'03" W FOR A DISTANCE OF 101.79 FEET TO A POINT; THENCE, N 230 57'57" W FOR A DISTANCE OF 100.00 FEET TO A POINT; THENCE, N 660 02'03" E FOR A DISTANCE OF 75.00 FEET TO A POINT; THENCE, N 230 57'57" W FOR A DISTANCE OF 20.00 FEET TO A POINT; THENCE, N 660 02'03" E FOR A DISTANCE OF 25.00 FEET TO A POINT; THENCE, S 230 57'57" E FOR A DISTANCE OF 85.28 FEET TO A POINT; THENCE, N 660 02'03" E FOR A DISTANCE OF 1.66 FEET TO A POINT; THENCE, S 240 10' 26" E FOR A DISTANCE OF 34.72 FEET TO THE POINT OF BEGINNING CONTAINING 10,560 SQFT -AND- 0.24 ACRES. 00091631 - v5 14 NY18009-G USNY10002 BAXTER EXHIBIT `C' NON-EXCLUSIVE ACCESS/UTILITY EASEMENT A PORTION OF ALL THAT CERTAIN PARCEL OF LAND LYING IN THE HAMLET OF MATTITUCK, ,COUNTY OF SUFFOLK, STATE OF NEW YORK, DESCRIBED IN DEED BOOK 12638 PAGE 545, DEED BOOK 12858 PAGE 542, DEED BOOK 12578 PAGE 798, FURTHER DESCRIBED AS: COMMENCING FROM AN EXISTING IRON PIPE, FOUND ON THE NORTHERN MOST CORNER OF SAID PARCEL (SUFFOLK COUNTY TAX PARCEL 1000-108.00-04.00-011.003), ALSO LYING ON THE WESTERN PUBLIC RIGHT OF WAY OF ELIJAHS LANE, HAVING NEW YORK STATE PLANE COORDINATES (LONG ISLAND ZONE) E. 1395323.13' -AND- N:307109.08'; THENCE, S 160 20' 24" W FOR A DISTANCE OF 238.19 FEET TO THE POINT OF BEGINNING ON AN EXISTING 10560 SQFT TOWER LEASE, THENCE, ALONG SAID TOWER LEASE, N 24° 10' 26" W FOR A DISTANCE OF 20.01 FEET TO A POINT; THENCE, DEPARTING SAID TOWER LEASE, N 63° 39' 25" E FOR A DISTANCE OF 193.89 FEET TO A POINT ON THE WESTERN RIGHT OF WAY OF ELIJAHS LANE, A PUBLICLY DEDICATED RIGHT OF WAY; THENCE, ALONG SAID RIGHT OF WAY, S 38° 24'55" E FOR A DISTANCE OF 20.45 FEET TO THE THENCE, DEPARTING SAID RIGHT OF WAY S 63° 39'25" W FOR A DISTANCE OF 198.93 FEET TO THE POINT OF BEGINNING CONTAINING 3928 SQFT -AND- 0.09 ACRES. . 00091631 - v5 NY18009- EXHIBIT "D" FALL RADIUS EASEMENT A PORTION OF ALL THAT CERTAIN PARCEL OF LAND LYING IN THE HAMLET OF MATTITUCK, COUNTY OF SUFFOLK, STATE OF NEW YORK, DESCRIBED IN DEED BOOK 12638 PAGE 545, DEED BOOK 12858 PAGE 542, DEED BOOK 12578 PAGE 798, FURTHER DESCRIBED AS: COMMENCING FROM AN EXISTING IRON PIPE, FOUND ON THE NORTHERN MOST CORNER OF SAID PARCEL (SUFFOLK COUNTY TAX PARCEL 1000-108.00-04.00-011.003), ALSO LYING ON THE WESTERN PUBLIC RIGHT OF WAY OF ELIJAHS LANE, HAVING NEW YORK STATE PLANE COORDINATES (LONG ISLAND ZONE) E:1395323.13' -AND- N:307109.08; THENCE, S 340 33' 07" W FOR A DISTANCE OF 244.33 FEET TO THE CENTER OF A CIRCULAR FALL ZONE EASEMENT WITH A RADIUS OF 118.00 FEET. 00091631 - v5 16 NYI8009-G USNY10002 BAXTER EXHIBIT `E' ADDITIONAL AREA ADDITIONAL AREA A PORTION OF ALL THAT CERTAIN PARCEL OF LAND LYING IN THE HAMLET OF MATTITUCK, COUNTY OF SUFFOLK, STATE OF NEW YORK, DESCRIBED IN DEED BOOK 12638 PAGE 545, DEED BOOK 12858 PAGE 542, DEED BOOK 12578 PAGE 798, FURTHER DESCRIBED AS: COMMENCING FROM AN EXISTING IRON PIPE, FOUND ON THE NORTHERN MOST CORNER OF SAID PARCEL (SUFFOLK COUNTY TAX PARCEL 1000-108.00-04.00-011.003), ALSO LYING ON THE WESTERN PUBLIC RIGHT OF WAY OF ELIJAHS LANE, HAVING NEW YORK STATE PLANE COORDINATES (LONG ISLAND ZONE) E:1395323.13' -AND- N:307109.08'; THENCE, S 380 23' 17" W FOR A DISTANCE OF 175.95 FEET TO THE POINT OF BEGINNING; THENCE, S 66° 02' 03" W FOR A DISTANCE OF 25.00 FEET TO A POINT; THENCE, N 23c57'57" W FOR A DISTANCE OF 20.00 FEET TO A POINT; THENCE, N 660 02'03" E FOR A DISTANCE OF 25.00 FEET TO A POINT; THENCE, S 230 5757 E FOR A DISTANCE OF 20.00 FEET TO THE POINT OF BEGINNING CONTAINING 500 SQFT -AND- 0.01 ACRES 00091631 - v5 17 NY18009-G USNY10002 BAXTER EX5TW " PIPE POC ALL OE5(RIPTIONS E. I39S32 & I Y- N: 307109.01• N/F A43M DAMIAM35 PIN 1000-101OO-04.00-012.000 BOOK 12123 PAGE 905 POC TIE S3• y3'07'*S3a23'17'llr 40L. POC TIE N/F N/A \ 17595' P. 1 00-04 00-007.003 J ADDITIONAL AREA fSEE SHEET 2) r/ Q• N/F RAYMOND k SALLY NEICM.EY • PIN ,000-TOa00-OI.00-007.W3 BOOK 11975 PAGE 611 j°. I/ •°,.tic• / POB EXCLUSIVE EASEMENT. /a 1 i' '\• �` OVERALL EXCLUSIVE EASEMENT k NON-EXCLUSIVE ACCESS/ UTILITY EASEMENT � Q \ / EXCLUSIVE EASEMENT ♦� ��� (SEE SHEET 2) / cdp / / FALL ZONE _ •L \ EASEMENT R-115' / N/F GOELLER FAMLY SUAVNORS 1RI15T / P91 ,000-10600-04.00-011.002 CRUZ & JAMAHL GREEN BOOK 12536 PAGE 130 11165 PAGE 523 / NA JOHN GONZALEZ PIN IO0O--lOLOO-"OO-006000 �p 0 3p gp 170 BOOK 125" PACE 515 I I I I I 80 MAIN 1 i h - 601L 00091631 - v5 18 NY 18009-G USNY 10002 BAXTER UNE TABLE UNE BEARING LENGTH L11 566' 02' 03'w 101.79 L12 N23. 57' 57'w 100.00 L13 NBb' 02' 03T 75.00 L14 N23. 5r 57'w 20.00 LIS N66' 02' 03'E 25.00 LIS S23' Si 57'1 65.28 L17 N66' 02' 03'E 1.66 LIS S24' 10' 26'E 34.72 EX5TW " PIPE POC ALL OE5(RIPTIONS E. I39S32 & I Y- N: 307109.01• N/F A43M DAMIAM35 PIN 1000-101OO-04.00-012.000 BOOK 12123 PAGE 905 POC TIE S3• y3'07'*S3a23'17'llr 40L. POC TIE N/F N/A \ 17595' P. 1 00-04 00-007.003 J ADDITIONAL AREA fSEE SHEET 2) r/ Q• N/F RAYMOND k SALLY NEICM.EY • PIN ,000-TOa00-OI.00-007.W3 BOOK 11975 PAGE 611 j°. I/ •°,.tic• / POB EXCLUSIVE EASEMENT. /a 1 i' '\• �` OVERALL EXCLUSIVE EASEMENT k NON-EXCLUSIVE ACCESS/ UTILITY EASEMENT � Q \ / EXCLUSIVE EASEMENT ♦� ��� (SEE SHEET 2) / cdp / / FALL ZONE _ •L \ EASEMENT R-115' / N/F GOELLER FAMLY SUAVNORS 1RI15T / P91 ,000-10600-04.00-011.002 CRUZ & JAMAHL GREEN BOOK 12536 PAGE 130 11165 PAGE 523 / NA JOHN GONZALEZ PIN IO0O--lOLOO-"OO-006000 �p 0 3p gp 170 BOOK 125" PACE 515 I I I I I 80 MAIN 1 i h - 601L 00091631 - v5 18 NY 18009-G USNY 10002 BAXTER