Okaloosa County BOCC — September 16, 2014 — Verizon Wireless NWFRA Agreement with Certificate of Insurance and Internal Coordination — reading text

VERIZON WIRELESS Site Name: NW Florida Regional Airport DAS AGREEMENT WITH NORTHWEST FLORIDA REGIONAL AIRPORT This CUSTOM NETWORK BASIC AGREEMENT is made this day of , 2014 (“Effective Date”) by and between VERIZON WIRELESS PERSONAL COMMUNICATIONS LP, d/b/a Verizon Wireless (hereinafter referred to as “VERIZON WIRELESS”) and BOARD OF COUNTY COMMISSIONERS OKALOOSA COUNTY, FLORIDA (hereinafter referred to as “COUNTY”). In consideration of the mutual covenants contained herein, the parties agree as follows: 1, PROPERTY: COUNTY has the right to lease certain property and improvements thereon located at 1701 State Road 85 North, Eglin Air Force Base, Florida 32542-1498, which is commonly known as the Northwest Florida Regional Airport (the “Property”). 2. LEASED PREMISES: COUNTY hereby leases to VERIZON WIRELESS, and VERIZON WIRELESS hereby leases from COUNTY, the following portions of the Property (hereinafter referred to as “Leased Premises”). a. Various locations in the airport terminal for the installation of a multicarrier in-building distributed antenna system (“DAS”) and for the placement of Verizon Wireless’ Equipment as defined below. The DAS components and design principals are described and/or depicted on the attached Exhibit “A”. b. Together with such rights of way and easements on, over, across and through the Property for access to the Leased Premises and for the installation, operation, maintenance, repair or replacement or wires, cables, and electrical support equipment necessary for the permitted use including, but not limited to, access to telephone and electric utilities. 3. USE/EQUIPMENT: The Leased Premises may be used by VERIZON WIRELESS for the installation, operation and maintenance of the DAS, which shall include microcell(s), rerad(s) or other similar or comparable in-building radio-distribution devices and the antennas serving them together with cables, fibers or the equivalent connecting them (collectively, “Equipment”). The DAS and the Equipment are personal property of VERIZON WIRELESS and VERIZON WIRELESS shall at all times own and control them. COUNTY shall inform any purchaser or mortgagee of the Leased Premises of this Agreement and that all equipment forming a part of the DAS and Equipment shall be and remain the property of VERIZON WIRELESS under all circumstances, under VERIZON WIRELESS’ exclusive control, free and clear of any liens or encumbrances other than those permitted by VERIZON WIRELESS, and shall be deemed to be and remain personal property and not part of the real estate on which the same are located. COUNTY expressly acknowledges and agrees that VERIZON WIRELESS shall have the right to install exterior antennas as part of the DAS, as part of the initial installation contemplated under this Agreement, and as part of any future modifications. 4, TERM; This Agreement shall be effective as of the Effective Date, provided however, the initial term of this Agreement shall be for five (5) years (the “Initial Term”) beginning on the Commencement Date (as hereinafter defined), The Initial Term of this Agreement shall be automatically renewed and extended, unless terminated as provided herein, upon the same terms and conditions, except as otherwise stated herein, for seven (7) additional consecutive terms of five (5) years each (the “Renewal Terms”) The Initial Term and the Renewal Term(s), if any, are collectively referred to as the “Term”. 5. RENT: Beginning on the Commencement Date, VERIZON WIRELESS shall pay COUNTY a total annual rent of SIX THOUSAND and NO/100 DOLLARS ($6,000.00) to be paid in equal monthly installments. The monthly rental payment is due in advance and will be mailed to COUNTY on or before the first day of each month. Rent shall be payable to COUNTY at COUNTY’s address specified in this Agreement. The Agreement shall commence based upon the date VERIZON WIRELESS commences installation of the DAS at the Leased Premises. In the event the date VERIZON WIRELESS commences installation of the DAS at the Leased Premises falls between the 1“ and the 15" of the month, the Agreement shall commence on the 1° of that month, and if the date installation commences falls between the 16" and 31% of the month, then the Agreement shall commence on the 1“ day of the following month (either the “Commencement Date”). COUNTY and VERIZON WIRELESS agree that they shall acknowledge the Commencement Date in writing. COUNTY and VERIZON WIRELESS acknowledge and agree that initial rental payment(s) shall not actually be sent by VERIZON WIRELESS until thirty (0) days after a written acknowledgement confirming the Commencement Date. By way of illustration of the preceding sentence, if the Commencement Date is January 1 and the written acknowledgement confirming the Commencement Date is dated January 14, VERIZON WIRELESS shall send to the COUNTY the rental payments for January 1 and February 1 by February 13. Upon agreement of the parties, VERIZON WIRELESS may pay rent by electronic funds transfer and in such event, COUNTY agrees to provide to VERIZON WIRELESS bank routing information for such purpose upon request of VERIZON WIRELESS. Throughout the Term, the annual rental shall increase at the beginning of each five (5) year Renewal Term such that the annual rental shall equal 115% of the annual rental paid during the immediately preceding five (5) year Initial Term or Renewal Term, as applicable. COUNTY hereby agrees to provide to VERIZON WIRELESS certain documentation (the “Rental Documentation”) evidencing COUNTY’s interest in, and right to receive payments under this Agreement, including without limitation: (i) documentation, acceptable to VERIZON WIRELESS in VERIZON WIRELESS’s reasonable discretion, evidencing COUNTY’s good and sufficient title to and/or interest in the Property and right to receive rental payments and other benefits hereunder; (ii) a complete and fully executed Internal Revenue Service Form W- 9, or equivalent, in a form acceptable to VERIZON WIRELESS, for any party to whom rental payments are to be made pursuant to this Agreement; and (iii) other documentation requested by VERIZON WIRELESS in VERIZON WIRELESS’s reasonable discretion. From time to time Active 21249007v3 058037.000000 during the Term of this Agreement and within thirty (30) days of a written request from VERIZON WIRELESS, COUNTY agrees to provide updated Rental Documentation in a form reasonably acceptable to VERIZON WIRELESS. The Rental Documentation shall be provided to VERIZON WIRELESS in accordance with the provisions of and at the address given in Paragraph 23. Delivery of Rental Documentation to VERIZON WIRELESS shall be a prerequisite for the payment of any rent by VERIZON WIRELESS and notwithstanding anything to the contrary herein, VERIZON WIRELESS shall have no obligation to make any rental payments until Rental Documentation has been supplied to VERIZON WIRELESS as provided herein. Within fifteen (15) days of obtaining an interest in the Property or this Agreement, any assignee(s), transferee(s) or other successor(s) in interest of COUNTY shall provide to VERIZON WIRELESS Rental Documentation in the manner set forth in the preceding paragraph. From time to time during the Term of this Agreement and within thirty (30) days of a written request from VERIZON WIRELESS, any assignee(s) or transferee(s) of COUNTY agrees to provide updated Rental Documentation in a form reasonably acceptable to VERIZON WIRELESS. Delivery of Rental Documentation to VERIZON WIRELESS by any assignee(s), transferee(s) or other successor(s) in interest of COUNTY shall be a prerequisite for the payment of any rent by VERIZON WIRELESS to such party and notwithstanding anything to the contrary herein, VERIZON WIRELESS shall have no obligation to make any rental payments to any assignee(s), transferee(s) or other successor(s) in interest of COUNTY until Rental Documentation has been supplied to VERIZON WIRELESS as provided herein. 6. TERMINATION: — This Agreement may be terminated by VERIZON WIRELESS or COUNTY at any time upon sixty (60) days prior written notice. Upon termination, VERIZON WIRELESS will owe rent through the date of termination only. 7. APPROVALS: COUNTY agrees to cooperate with VERIZON WIRELESS, at VERIZON WIRELESS’s sole expense, in obtaining any approvals or permits required by VERIZON WIRELESS for its use of the Leased Premises. VERIZON WIRELESS shall be responsible for any cost or expense associated with obtaining any approval or permit associated with its use of the Leased Premises. 8. INSPECTIONS: Prior to the initial terms, VERIZON WIRELESS may conduct such surveys, tests and inspections as VERIZON WIRELESS considers reasonably necessary or desirable in connection with the intended use of the Leased Premises. If VERIZON WIRELESS discovers that any of the foregoing are not acceptable to VERIZON WIRELESS between the date of this Agreement and the Commencement Date, VERIZON WIRELESS shall be entitled to terminate this Agreement by written notice to COUNTY. 9. ACCESS: COUNTY shall provide to VERIZON WIRELESS, VERIZON WIRELESS’s employees, agents, and contractors access over, across and through the Property during normal operating hours, seven (7) days a week. COUNTY shall be permitted access to the Leased Premises during emergencies and shall be allowed to use reasonable efforts to prevent damage to life or property. Active 21249007v3 058037.000000 10, MAINTENANCE OF EQUIPMENT: VERIZON WIRELESS, at its expense, must keep and maintain its Equipment in a structurally safe and sound condition and in good repair. 11. UTILITIES: COUNTY will provide electrical power in quality, quantity and levels currently available at the Leased Premises, and VERIZON WIRELESS’s rent payments include the cost of any electricity consumed by its Equipment. VERIZON WIRELESS shall have the right to arrange for its own telephone service and shall pay directly for such service to the local telephone provider. COUNTY agrees to provide any cooperation requested by VERIZON WIRELESS to facilitate electrical and telephone installation required by VERIZON WIRELESS. 12. TITLE AND QUIET POSSESSION: COUNTY represents and warrants: (a) that COUNTY either owns good marketable fee simple title, has a good and marketable leasehold interest, or has a valid license or other contractual right to occupy the Property, and has rights of access to, over, across and through the Property; (b) that it has the right to enter into this Agreement and to grant to VERIZON WIRELESS the rights provided herein; (c) that there are no existing restrictions for the benefit of or in favor of any other tenants or users of the Property which would prohibit or limit VERIZON WIRELESS’s use of the Leased Premises as set forth in Section 3; (d) that COUNTY has obtained all required consents or approvals from any landlord, mortgagee or other person or entity having an interest in the Property; (e) that, if applicable, COUNTY is not in default under any lease with the owner of the Licensed Premises and the term of such lease, if any, extends to the term of this Agreement with any and all renewal terms, and (f) that VERIZON WIRELESS is entitled at all times to the quiet possession of the Leased Premises throughout the Term so long as VERIZON WIRELESS is not in default of any term of this Agreement. 13, COMPLIANCE WITH LAW: VERIZON WIRELESS must, at VERIZON WIRELESS’s expense, comply with all laws, orders, ordinances, regulations, and directives of applicable federal, state, county, and municipal authorities or regulatory agencies including, without limitation, the FCC with respect to the operation of the Equipment. 14, MAINTENANCE OF PROPERTY: At COUNTY’s expense, COUNTY shall maintain the Property in good repair, ordinary wear and tear excepted, and in compliance with all applicable laws, regulations and ordinances. 15. TAXES: VERIZON WIRELESS shall pay all taxes assessed to its Equipment. 16.