R16-103 1 RESOLUTION NO. R16 -103
2
3 A RESOLUTION OF THE CITY OF BOYNTON BEACH,
4 FLORIDA, AUTHORIZING AND DIRECTING THE
5 MAYOR AND CITY CLERK TO SIGN A SECOND
6 AMENDMENT TO GROUND LEASE AGREEMENT
7 BETWEEN THE CITY OF BOYNTON BEACH AND
8 UNISITE, LLC. AND PROVIDING AN EFFECTIVE
9 DATE.
10
11
12
13 WHEREAS, Unisite, LLC., is requesting an amendment to the Lease approved on
14 August 17, 1999 to allow for five (5) additional five -year terms, thereby extending the Lease
15 Agreement twenty -five (25) years to October 11, 2049 for the existing telecommunications
16 tower at Quantum Park (3101 Quantum Boulevard); and
17 WHEREAS, upon recommendation of staff, the City Commission has determined that
18 it is in the best interests of the residents of the City to execute a Second Amendment to
19 Ground Lease Agreement between the City of Boynton Beach and Unisite, LLC.; and
20 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
21 THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
22 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
23 being true and correct and are hereby made a specific part of this Resolution upon adoption
24 hereof.
25 Section 2: The City Commission of the City of Boynton Beach, Florida does
26 hereby authorize and direct the Mayor and City Clerk to sign a Second Amendment to
27 Ground Lease Agreement between the City of Boynton Beach and Unisite, LLC., a copy of
28 which Second Amendment is attached hereto as Exhibit "A ".
29
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30 Section 3. This Resolution shall become effective immediately upon its passage.
31
32
33 PASSED AND ADOPTED this / day of 7/ %L f , 2016.
34
35
36 CITY OF BOYNTON BEACH, FLORIDA
37
38 YES NO
39
40 Mayor — Steven B. Grant
41
42 Vice Mayor — Mack McCray
43
44 Commissioner — Justin Katz
45
46 Commissioner — Christina L. Romelus
47
48 Commissioner — Joe Casello
49
50
51 VOTE ..510
52
53 ATTEST:
54
55 174 .I
56 II �' a� 3 `•`'�
57 Judith A. Pyle, CMC
58 Interim City Clerk .z
59
60 4
62 (Corporate Seal)
63
64
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SECOND AMENDMENT TO GROUND LEASE AGREEMENT
THIS SECOND AMENDMENT TO GROUND LEASE AGREEMENT (this
"Amendment ") dated as of the latter of the signature dates below (the "Effective Date ") by and
between CITY OF BOYNTON BEACH ( "Owner "), a Florida municipal corporation having a
mailing address of PO Box 310, Boynton Beach, Florida 33425 -0310 and UNISITE, LLC, a
Delaware limited liability company ( "Tenant "), a Delaware limited liability company (Owner
and Tenant, collectively, the "Parties ").
WITNESSETH:
WHEREAS, Owner owns that certain real property located in Palm Beach County,
Florida as further described on Exhibit A, attached hereto and by this reference made a part
hereof (the "Parent Parcel "); and
WHEREAS, Owner and Tenant entered into that certain Ground Lease Agreement dated
on September 3, 1999 as adopted by the Owner on August 17, 1999 by that certain Resolution
No. R99 -107 and modified by that certain Addendum to Ground Lease Agreement dated
November 15, 1999 as adopted by the Owner on November 2, 1999 by that certain Resolution
No. R99 -145 and further amended by that certain First Amendment to Ground Lease Agreement
dated May 15, 2009 as adopted by the Owner on April 21, 2009 by that certain Resolution No.
R -09 -068 (collectively, the "Agreement "), whereby Owner conveyed a lease to Tenant for a
portion of land located . at 3101 Quantum Boulevard, Boynton Beach, Palm Beach County,
Florida 33425 (PCN 08- 43- 45- 17 -09- 000 - 0920), together with access and utility easements
thereto ( "Site "), as more particularly described in the Agreement and that certain Memorandum
of Ground Lease recorded September 13, 1999 in File No. 99- 371965, Official Records Book
11346, Pages 356 -359 of the Official Public Records of Palm Beach County, Florida; and
WHEREAS, the Site may be used for the purpose of constructing, maintaining and
operating a communications facility, including tower structures, equipment shelters, cabinets,
meter boards, utilities, antennas, equipment, any related improvements and structures and uses
incidental thereto; and
WHEREAS, the Agreement has an initial term and renewal terms that will expire on
October 11, 2024 (the "Original Term "), and Owner and Tenant desire to enter into this
Amendment in order to amend the Agreement to, among other things, provide for additional
renewal terms beyond the Original Term.
NOW THEREFORE, in consideration of the promises and mutual covenants contained
herein, the parties agree as follows:
1. Recitals. The foregoing recitals are true and correct in all respects and are hereby
made a part of this Amendment for all purposes.
2. Status of Parties/Estoppel. All parties acknowledge that, to the best of its
knowledge, the Parties have complied in all material respects with the obligations under the
Site Name: Quantum Park 1
Site #: 91997
Agreement occurring on or prior to the Effective Date and that, to the best of its knowledge, the
Parties are not in default under the terms of the Agreement.
3. Defined Terms. Any capitalized terms not defined herein shall have the
meanings ascribed to them in the Agreement.
4. Initial Term Commencement Date. The Parties hereby ratify and affirm that
the commencement date for the Initial Term of the Agreement was October 12, 1999. Tenant
shall have the option to extend the Agreement for each of five (5) additional five (5) year
renewal terms (each a "New Renewal Term" and, collectively, the "New Renewal Terms ").
The first New Renewal Term shall commence simultaneously with the expiration of the
Agreement, taking into account all existing renewal term(s) (each an "Existing Renewal Term"
and, collectively, the "Existing Renewal Terms ") available under the Agreement.
Notwithstanding anything to the contrary contained in the Agreement, all Existing Renewal
Terms and New Renewal Terms shall automatically renew unless Tenant notifies Owner that
Tenant elects not to renew the Agreement not less than sixty (60) days prior to the expiration of
the then current term. References in this Amendment to "Renewal Term" shall refer,
collectively, to the Existing Renewal Term(s) and the New Renewal Term(s). The Parties
acknowledge that pursuant to this Amendment the New Renewal Terms exceed the Original
Term by twenty -five (25) years and that, unless terminated sooner, the final New Renewal Term
will expire on October 11, 2049. The Owner hereby agrees to execute and return to Tenant an
original Memorandum of Agreement in the form and of the substance attached hereto as
Exhibit C and by this reference made a part hereof (the "Memorandum ") executed by Owner,
together with any applicable forms needed to record the Memorandum, which forms shall be
supplied by Tenant to Owner.
5. Paragraph 12 of the Lease is hereby deleted in its entirety and is of no
further force and effect.
6. Default. Owner shall be able to terminate this Agreement only in the event of a
default by Tenant, which default is not cured within either (a) ten (10) business days of Tenant's
receipt of written notice of a monetary default, or (b) sixty (60) days of Tenant's receipt of
written notice of a non - monetary default, provided, however, in the event that Tenant has
diligently commenced to cure a non - monetary default within sixty (60) days of Tenant's actual
receipt of notice thereof and reasonably requires additional time beyond the 60 -day cure period
described herein to effect such cure, Tenant shall have such additional time as is necessary
(beyond the 60 -day cure period) to effect the cure.
7. Legal Description; Survey. The Parties hereby agree that the correct legal
descriptions for the Parent Parcel, Site and the non - exclusive ingress and egress and utility
easements leased by Tenant are as shown on Exhibit A attached hereto, which exhibit is
incorporated herein by reference for all purposes. The Parties further agree that an as -built
survey reflecting the correct legal description of the Sire is shown on Exhibit B attached
hereto and by this reference made a part hereof. Accordingly, the Parties hereby delete
Exhibit A and Exhibit B of the Agreement and agree that the legal descriptions shown on
Exhibit A attached hereto shall supersede and replace the legal descriptions that are attached to
Site Name: Quantum Park 2
Site #: 91997
the Agreement, and the as -built survey shown on Exhibit B attached hereto shall supersede and
replace the depiction of the Site attached to the Agreement.
8. Rent. The Parties hereby acknowledge and agree that all applicable increases and
escalations to the rental payments under the Agreement (the "Rent ") shall continue in full force
and effect through October 11, 2024. Effective October 12, 2024 and on each successive annual
anniversary thereof, Rent shall increase by an amount equal to five percent (5 %) of the Rent
then in effect.
9. Owner and Tenant Acknowledgments. Except as modified herein, the
Agreement and all provisions contained therein remain in full force and effect and are hereby
ratified and affirmed. The Parties hereby agree that no defaults exist under the Agreement. To
the extent Tenant needed consent and/or approval from Owner for any of Tenant's activities at
and uses of the site prior to the Effective Date, Owner's execution of this Amendment is and
shall be considered consent to and approval of all such activities and uses. Owner hereby
acknowledges and agrees that Tenant shall not need consent and /or approval from Owner for
any future activities at or uses of the Site, including, without limitation, subleasing and licensing
to additional customers all or any portion of Tenant's interest in this Agreement, as modified by
this Amendment. The terms, provisions, and conditions of this Section shall survive the
execution and delivery of this Amendment.
10. Notice. The Parties hereby replace any notice address for Tenant under the
Agreement with the following:
TENANT: UniSite, LLC
Attn: Land Management
Re: ATC Site No. #91997 — Quantum Park
10 Presidential Way
Woburn, MA 01801
with a copy to: UniSite, LLC
Attn: Legal Department
Re: ATC Site No. #91997 — Quantum Park
116 Huntington Ave.
Boston, MA 02116
11. Amendment Consideration. In consideration for amending the Agreement,
Tenant agrees to pay Owner the amount of Twenty Thousand and 00 /100 Dollars ($20,000.00)
within sixty (60) days of the Effective Date of this Amendment by both parties.
12. Representations, Warranties and Covenants of Owner. Owner represents,
warrants and covenants to Tenant that: (i) to the extent applicable, Owner is duly organized,
validly existing, and in good standing in the jurisdiction in which Owner was organized,
formed, or incorporated, as applicable, and is otherwise in good standing and authorized to
transact business in each other jurisdiction in which such qualifications are required; (ii) Owner
Site Name: Quantum Park 3
Site #: 91997
has the full power and authority to enter into and perform its obligations under this Amendment,
and, to the extent applicable, the person(s) executing this Amendment on behalf of Owner,
have the authority to enter into and deliver this Amendment on behalf of Owner; (iii) no
consent, authorization, order, or approval of, or filing or registration with, any governmental
authority or other person or entity is required for the execution and delivery by Owner of this
Amendment; (iv) Owner is the sole owner of the Site and all other portions of the Parent Parcel;
and (v) there are no agreements, liens, encumbrances, claims, claims of lien, proceedings, or
other matters (whether filed or recorded in the applicable public records or not) related to,
encumbering, asserted against, threatened against, and/or pending with respect to the Site or
any other portion of the Parent Parcel which do or could (now or any time in the future)
adversely impact, limit, and/or impair Tenant's rights under the Agreement, as amended and
modified by this Amendment. The representations and warranties of Owner made in this
Section shall survive the execution and delivery of this Amendment. Owner hereby does and
agrees to indemnify Tenant for any damages, losses, costs, fees, expenses, or charges of any
kind sustained or incurred by Tenant as a result of the breach of the representations and
warranties made herein or if any of the representations and warranties made herein prove to be
untrue. The aforementioned indemnification shall survive the execution and delivery of this
Amendment.
13. IRS Form W - 9. Owner agrees to provide Tenant with a completed IRS Form W-
9, or its equivalent, upon execution of this Amendment and at such other times as may be
reasonably requested by Tenant. In the event Owner's property on which the Site is located is
transferred, the succeeding owner shall have a duty at the time of such transfer to provide
Tenant with a completed IRS Form W -9, or its equivalent, and other related paper work to
effect a transfer in rental to the new owner. Owner's failure to provide the IRS Form W -9
within thirty (30) days after Tenant's request shall be considered a default and Tenant may take
any reasonable action necessary to comply with IRS regulations including, but not limited to,
withholding applicable taxes from rent payments.
14. Construction of Documents. Each party hereto acknowledges that this
Amendment shall not be construed in favor of or against the drafter hereof.
15. Remainder of Agreement Unaffected. In all other respects, the remainder of the
Agreement shall remain in full force and effect. Any portion of the Agreement that is
inconsistent with this Amendment is hereby amended to be consistent.
16. Headings. The headings contained in this Amendment are for reference purposes
only and shall not modify or affect this Amendment in any manner whatsoever.
17. Entire Agreement. The Agreement (as amended by this Amendment) embodies
the final, entire agreement between the parties with respect to the subject matter of this
Amendment, and supersedes any and all prior agreements, representations, understandings and
commitments, whether oral or written relating to this subject matter, and may not be
contradicted or varied by evidence of prior, contemporaneous or subsequent oral agreements or
discussions of or on behalf of the parties to this Amendment.
Site Name: Quantum Park 4
Site #: 91997
18. Counterparts. This Amendment may be executed in separate and multiple
counterparts, each of which shall be deemed an original but all of which taken together shall be
deemed to constitute one and the same instrument.
19. Recordation. Tenant and Owner agree that a copy of this Amendment (or a
Memorandum thereof) shall be recorded in the public records of Palm Beach County, Florida
upon execution of this Amendment. The cost for recordation shall be paid by Tenant.
20. Governing Law, Jurisdiction and Venue. The Agreement (as amended by this
Amendment) has been executed and delivered in, and shall be interpreted, construed and
enforced pursuant to and in accordance with the laws of the State of Florida. Tenant represents
and agrees that it is familiar with all laws, ordinances and regulations. The Agreement (as
amended by this Amendment) shall be governed in all respects, whether as to validity,
construction, capacity, performance or otherwise by the laws of the State of Florida. Venue for
any action arising from or related to the Agreement (as amended by this Amendment) shall be
brought in a court of competent jurisdiction in Palm Beach County, Florida.
21. Sovereign Immunity. Owner is a political subdivision of the State of Florida
and enjoys sovereign immunity. Nothing in the Agreement (as amended by this Amendment) is
intended, nor shall be construed or interpreted, to waive or modify the immunities and
limitations on liability provided for in Section 768.28, Florida Statutes, as may be amended
from time to time, or any successor statute thereof. To the contrary, all terms and provisions
contained in the Agreement (as amended by this Amendment), or any disagreement or dispute
concerning it, shall be construed or resolved so as to insure Owner of the limitation from
liability provided to the State's subdivisions by state law.
22. Waiver. Notwithstanding anything to the contrary contained herein, in no event
shall Owner or Tenant be liable to the other for, and Owner and Tenant hereby waive, to the
fullest extent permitted under applicable law, the right to recover incidental, consequential
(including, without limitation, lost profits, loss of use or loss of business opportunity), punitive,
exemplary and similar damages.
23. Tenant's Securitization Rights; Estoppel. Owner hereby consents to the
granting by Tenant of one or more leasehold mortgages, collateral assignments, liens, and /or
other security interests (collectively, a "Security Interest ") in Tenant's interest in this
Agreement, as amended, and all of Tenant's property and fixtures attached to and lying within
the Site and further consents to the exercise by Tenant's mortgagee ( "Tenant's Mortgagee ") of
its rights to exercise its remedies, including without limitation foreclosure, with respect to any
such Security Interest. Owner shall recognize the holder of any such Security Interest of which
Owner is given prior written notice (any such holder, a "Holder ") as "Tenant" hereunder in the
event a Holder succeeds to the interest of Tenant hereunder by the exercise of such remedies.
Owner further agrees to execute a written estoppel certificate within thirty (30) days of written
request of the same by Tenant or Holder.
[SIGNATURES COMMENCE ON FOLLOWING PAGE]
Site Name: Quantum Park 5
Site #: 91997
IN WITNESS WHEREOF, the undersigned parties have caused this Amendment to be
duly executed as of the Effective Date.
ATTEST: CITY OF BOYNTON BEACH
a Florida municipal corporation
By: By:
, City Clerk , Mayor
Date:
APPROVED AS TO FORM AND
LEGAL SUFFICIENCY
By:
Office of the City Attorney
[SIGNATURES CONTINUE ON FOLLOWING PAGE]
Site Name: Quantum Park 7
Site #: 91997
WITNESSES: UNISITE, LLC,
a Delaware limited liability company
Print Name:
By:
Name:
Title:
• Print Name: Date:
THE STATE OF §
COUNTY OF §
The foregoing Second Amendment to Ground Lease Agreement was acknowledged
before me this day of , 2016, by
of Global Signal Acquisitions II LLC, a Delaware limited liability
company, the Attorney -in -Fact of UNISITE, LLC, a Delaware limited liability company, for
and on behalf of said entity and for the purposes, intents and consideration stated in the
foregoing Second Amendment to Ground Lease Agreement. He /She is personally known to me
or has produced as identification.
In Witness Whereof, I have hereunto signed this acknowledgment with said appearer and
said witnesses, on the date set forth above.
Signature of Notary Public
Printed Name of Notary Public:
My Commission Expires: [Seal]
Site Name: Quantum Park 8
Site #: 91997
EXHIBIT A
PARENT PARCEL
-Lot 92, Quantum Park at Boynton Beach, P.I.U., Plat No. 3
as recorded in Plat Book 60, Pages 29 -31 of the Public
Records of Palm Beach County, Florida, containing 15.79ac.
SITE
A PARCEL OF LAND BEING A PORTION OF LOT 92, QUANTUM PARK AT BOYNTON BEACH, PID PLAT NO.3 AS
RECORDED IN PLAT BOOK 60 PAGE 29 -31 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA AND
BEING THE AGGREGATE OF A LEASE AREA DESCRIBED IN OFFICIAL RECORD BOOK 11346 PAGE 356 AND AN
ADDITIONAL LEASE AREA OF 300 SQUARE FEET DESCRIBED AS INDICATED ON ATTACHMENT C -1 IN OFFICIAL
RECORD BOOK 23632 PAGE 1988 AND IS DESCRIBED AS FOLLOWS:
ALL BEARINGS IN THIS DESCRIPTION ARE BASED ON GRID NORTH FLORIDA EAST ZONE.
COMMENCE AT THE EASTERLY MOST NORTHEAST CORNER OF LOT 92 AND RUN ALONG THE EASTERLY LINE
OF LOT 92 AND A CURVE TO THE RIGHT, HAVING A RADIUS OF 1320.00 FEET, CENTRAL ANGLE
2 °38'57 ",CHORD S19 °40'28 "W 61.03 FEET, A DISTANCE OF 61.03 FEET TO A POINT; THENCE ON A RADIAL
LINE N69 °00'04 "W 5.00 FEET TO THE POINT OF BEGINNING; THENCE N71 °39'01 "W 50.00 FEET; THENCE
N19 °46'55 "E 55.80 FEET; THENCE S71 °39'01 "E 50.00 FEET TO A POINT ON A CURVE TO THE RIGHT THENCE;
ALONG SAID CURVE HAVING A RADIUS OF 1315.00 FEET, CENTRAL ANGLE 2 °25'53 ", CHORD S19 °47'00 "W
55.80 FEET, A DISTANCE OF 55.80 FEET TO THE POINT OF BEGINNING AND CONTAINING 2800 SQUARE FEET.
ACCESS AND UTILITIES
A PARCEL OF LAND BEING A PORTION OF LOT 92, QUANTUM PARK AT BOYNTON BEACH, PID PLAT NO.3 AS
RECORDED IN PLAT BOOK 60 PAGE 29 -31 OF THE PUBLIC RECORDS PALM BEACH COUNTY, FLORIDA,
DESCRIBED AS FOLLOWS:
ALL BEARINGS IN THIS DESCRIPTION ARE BASED ON GRID NORTH FLORIDA EAST ZONE.
A STRIP OF LAND FOR ACCESS TO QUANTUM BOULEVARD, 12 FEET IN WIDTH, LYING 6 FEET ON EACH SIDE OF
THE FOLLOWING DESCRIBED CENTERLINE:
COMMENCE AT THE MOST EASTERN NORTHEAST CORNER OF LOT 92 AND RUN WITH THE EASTERLY LINE OF
SAID LOT ALONG A CURVE TO THE RIGHT, RADIUS 1320.00 FEET, CENTRAL ANGLE 2 °25'53 ", CHORD
S19 °40'28 "W 61.03 FEET, A DISTANCE OF 61.03 FEET TO A POINT; THENCE A RADIAL LINE N69 °00'04 "W 5.00
FEET TO THE SOUTHEAST CORNER OF A LEASE AREA; THENCE ALONG THE SOUTHERLY LINE OF THE LEASE
AREA 35.35 FEET TO THE POINT OF BEGINNING; THENCE ALONG THE CENTERLINE OF THE ACCESS EASEMENT
528 °16'04 "W 79.27 FEET; THENCE S16 °36'07 "W 132.07 FEET; THENCE S9 °06'25'W 133.12'; THENCE
S4 °15'26 "W 140.04 FEET; THENCE SO °03'39 "E 100.75 FEET; THENCE 512'10'34 "E 224.48 FEET TO A POINT ON
THE NORTHERLY RIGHT -OF -WAY OF QUANTUM BOULEVARD, SAID POINT BEING THE POINT OF TERMINUS.
SIDE LINES OF 12 FOOT STRIP TO EXTEND OR SHORTEN TO INTERSECT THE LEASE AREA BOUNDARY AND THE
RIGHT -OF -WAY OF QUANTUM BOULEVARD. ACCESS EASEMENT STRIP CONTAINS 9,717 SQUARE FEET OR
0.223 ACRE.
Site Name: Quantum Park
Site #: 91997
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Site Name: Quantum Park
Site #: 91997
EXHIBIT C — Memorandum of Agreement
(on following page)
Site Name: Quantum Park
Site #: 91997
•
Prepared by and Return to:
American Tower
10 Presidential Way
Woburn, MA 01801 Prior Recorded Lease Reference:
Attn: Land Management /Anil J. Makhija, Esq. Book 11346, Page 356
ATC Site No: 91997 Document No: 99- 371965
ATC Site Name: Quantum Park State of Florida
Assessor's Parcel No(s): 43- 45- 17 -09- 000 -0920 County of Palm Beach
MEMORANDUM OF LEASE
This Memorandum of Lease (the "Memorandum ") is entered into on the day of
, 201 by and between CITY OF BOYNTON BEACH ( "Owner ") a
Florida municipal corporation having a mailing address of PO Box 310, Boynton Beach, Florida
33425 -0310 and UNISITE, LLC, a Delaware limited liability company ( "Tenant "), a Delaware
limited liability company (Owner and Tenant, collectively, the "Parties ").
NOTICE is hereby given of the Lease (as defined and described below) for the purpose of
recording and giving notice of the existence of said Lease. To the extent that notice of such
Lease has previously been recorded, then this Memorandum shall constitute an amendment of
any such prior recorded notice(s).
1. Parent Parcel and Lease. Owner is the owner of certain real property being described in
Exhibit A attached hereto and by this reference made a part hereof (the "Parent Parcel ").
Owner (or its predecessor -in- interest) and Tenant (or its predecessor -in- interest) entered into
that certain Ground Lease Agreement dated on September 3, 1999 as adopted by the Owner
on November 2, 1999 by that certain Resolution No. R99 -145 (as the same may have been
amended, renewed, extended, restated, and/or modified from time to time, collectively, the
"Agreement "), pursuant to which the Tenant leases a portion of the Parent Parcel and is the
beneficiary of certain easements for access and public utilities and, if applicable, easements
for guy wires and guy anchors, all as more particularly described in the Agreement (such
leasehold and easement rights and interests, collectively, the "Site "), which Site is also
described on Exhibit A.
Site Name: Quantum Park 1
Site #: 91997
2. Expiration Date. Subject to the terms, provisions, and conditions of the Agreement, and
assuming the exercise by Tenant of all renewal options contained in the Agreement, the final
expiration date of the Agreement would be October 11, 2049. Notwithstanding the
foregoing, in no event shall Tenant be required to exercise any option to renew the term of
the Agreement.
3. Site Description. Tenant shall have the right, exercisable by Tenant at any time during the
original or renewal terms of the Agreement, to cause an as -built survey of the Site to be
prepared and, thereafter, to replace, in whole or in part, the description(s) of the Site set forth
on Exhibit A with a legal description or legal descriptions based upon such as -built survey.
Upon Tenant's request, Owner shall execute and deliver any documents reasonably necessary
to effectuate such replacement, including, without limitation, amendments to this
Memorandum and to the Agreement.
4. Right of First Refusal. There is a right of first refusal in the Agreement.
5. Effect/Miscellaneous. This Memorandum is not a complete summary of the terms,
provisions and conditions contained in the Agreement. In the event of a conflict between this
Memorandum and the Agreement, the Agreement shall control. Owner hereby grants the
right to Tenant to complete and execute on behalf of Owner any government or transfer tax
forms necessary for the recording of this Memorandum. This right shall terminate upon
recording of this Memorandum.
6. Notices. All notices must be in writing and shall be valid upon receipt when delivered by
hand, by nationally recognized courier service, or by First Class United States Mail, certified,
return receipt requested to the addresses set forth herein; To Owner at: PO Box 310, Boynton
Beach, Florida 33425 -0310; To Tenant at: Attn: Land Management 10 Presidential Way,
Woburn, MA 01801, with copy to: Attn: Legal Dept. 116 Huntington Avenue, Boston, MA
02116. Any of the parties hereto, by thirty (30) days prior written notice to the other in the
manner provided herein, may designate one or more different notice addresses from those set
forth above. Refusal to accept delivery of any notice or the inability to deliver any notice
because of a changed address for which no notice was given as required herein, shall be
deemed to be receipt of any such notice.
7. Counterparts. This Memorandum may be executed in multiple counterparts, each of which
when so executed and delivered, shall be deemed an original and all of which, when taken
together, shall constitute one and the same instrument.
8. Governing Law. This Memorandum shall be governed by and construed in all respects in
accordance with the laws of the State or Commonwealth in which the Site is situated, without
regard to the conflicts of laws provisions of such State or Commonwealth.
[SIGNATURES FOLLOW ON NEXT PAGE]
Site Name: Quantum Park 2
Site #: 91997
IN WITNESS WHEREOF, Owner and Tenant have each executed this Memorandum as of the
day first above written.
OWNER 2 WITNESSES
City of Boynton Beach
a Florida municipal corporation
Signature:
Signature:
Print Name:
Print Name:
Title: Signature:
Date: Print Name:
WITNESS AND ACKNOWLEDGEMENT
State /Commonwealth of
County of
On this day of , 201 , before me, the undersigned
Notary Public, personally appeared
, who proved to me on the basis of
satisfactory evidence to be the person(s) whose name(s) is /are subscribed to the within
instrument and acknowledged to me that he /she /they executed the same in his /her /their
authorized capacity(ies), and that by his/her /their signature(s) on the instrument, the person(s) or
the entity upon which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
[SIGNATURES CONTINUE ON NEXT PAGE]
Site Name: Quantum Park 3
Site #: 91997
TENANT WITNESS
UniSite, LLC
a Delaware limited liability company
Signature: Signature:
Print Name: Print Name:
Title:
Signature:
Date:
Print Name:
WITNESS AND ACKNOWLEDGEMENT
Commonwealth of Massachusetts
County of Middlesex
On this day of , 201, before me, the undersigned
Notary Public, personally appeared
, who proved to me on the basis of
satisfactory evidence to be the person(s) whose name(s) is /are subscribed to the within
instrument and acknowledged to me that he /she /they executed the same in his /her /their
authorized capacity(ies), and that by his/her /their signature(s) on the instrument, the person(s) or
the entity upon which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
•
Site Name: Quantum Park 4
Site #: 91997
EXHIBIT A
PARENT PARCEL
-Lot. 92, Quantum Park at Boynton Beach, P.I.D., Plat No. 3
as recorded in Plat Book 60, Pages 29 -31 of the Public
Records of Palm Beach County, Florida, containing 15.79ac.
SITE
A PARCEL OF LAND BEING A PORTION OF LOT 92, QUANTUM PARK AT BOYNTON BEACH, PID PLAT NO.3 AS
RECORDED IN PLAT BOOK 60 PAGE 29 -31 OF THE PUBLIC RECORDS OF PALM BEACH COUNTY, FLORIDA AND
BEING THE AGGREGATE OF A LEASE AREA DESCRIBED IN OFFICIAL RECORD BOOK 11346 PAGE 356 AND AN
ADDITIONAL LEASE AREA OF 300 SQUARE FEET DESCRIBED AS INDICATED ON ATTACHMENT C -1 IN OFFICIAL
RECORD BOOK 23632 PAGE 1988 AND I5 DESCRIBED AS FOLLOWS:
ALL BEARINGS IN THIS DESCRIPTION ARE BASED ON GRID NORTH FLORIDA EAST ZONE.
COMMENCE AT THE EASTERLY MOST NORTHEAST CORNER OF LOT 92 AND RUN ALONG THE EASTERLY LINE
OF LOT 92 AND A CURVE TO THE RIGHT, HAVING A RADIUS OF 1320.00 FEET, CENTRAL ANGLE
2 °38'57 ",CHORD S19 °40'28 "W 61.03 FEET, A DISTANCE OF 61.03 FEET TO A POINT; THENCE ON A RADIAL
LINE N69 °00'04 "W 5.00 FEET TO THE POINT OF BEGINNING; THENCE N71 °39'01 "W 50.00 FEET; THENCE
N19 °46'55 "E 55.80 FEET; THENCE S71 °39'01 "E 50.00 FEET TO A POINT ON A CURVE TO THE RIGHT THENCE;
ALONG SAID CURVE HAVING A RADIUS OF 1315.00 FEET, CENTRAL ANGLE 2 °25'53 ", CHORD S19 °47'00 "W
55.80 FEET, A DISTANCE OF 55.80 FEET TO THE POINT OF BEGINNING AND CONTAINING 2800 SQUARE FEET.
ACCESS AND UTILITIES
A PARCEL OF LAND BEING A PORTION OF LOT 92, QUANTUM PARK AT BOYNTON BEACH, PID PLAT NO.3 AS
RECORDED IN PLAT BOOK 60 PAGE 29 -31 OF THE PUBLIC RECORDS PALM BEACH COUNTY, FLORIDA,
DESCRIBED AS FOLLOWS:
ALL BEARINGS IN THIS DESCRIPTION ARE BASED ON GRID NORTH FLORIDA EAST ZONE.
A STRIP OF LAND FOR ACCESS TO QUANTUM BOULEVARD, 12 FEET IN WIDTH, LYING 6 FEET ON EACH SIDE OF
THE FOLLOWING DESCRIBED CENTERLINE:
COMMENCE AT THE MOST EASTERN NORTHEAST CORNER OF LOT 92 AND RUN WITH THE EASTERLY LINE OF
SAID LOT ALONG A CURVE TO THE RIGHT, RADIUS 1320.00 FEET, CENTRAL ANGLE 2 °25'53 ", CHORD
S19 °40'28 "W 61.03 FEET, A DISTANCE OF 61.03 FEET TO A POINT; THENCE A RADIAL LINE N69 °00'04 "W 5.00
FEET TO THE SOUTHEAST CORNER OF A LEASE AREA; THENCE ALONG THE SOUTHERLY LINE OF THE LEASE
AREA 35.35 FEET TO THE POINT OF BEGINNING; THENCE ALONG THE CENTERLINE OF THE ACCESS EASEMENT
S28 °16'04 "W 79.27 FEET; THENCE S16 °36'07 "W 132.07 FEET; THENCE 59 °06'25'W 133.12'; THENCE
S4 °15 "W 140.04 FEET; THENCE SO °03'39 "E 100.75 FEET; THENCE S12 °10'34 "E 224.48 FEET TO A POINT ON
THE NORTHERLY RIGHT -OF -WAY OF QUANTUM BOULEVARD, SAID POINT BEING THE POINT OF TERMINUS.
SIDE LINES OF 12 FOOT STRIP TO EXTEND OR SHORTEN TO INTERSECT THE LEASE AREA BOUNDARY AND THE
RIGHT -OF -WAY OF QUANTUM BOULEVARD. ACCESS EASEMENT STRIP CONTAINS 9,717 SQUARE FEET OR
0.223 ACRE.
Site Name: Quantum Park
Site #: 91997