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2014-015 (Nextel Site#FL2084) LEASE TERMINATION AGREEMENT AND GENERAL RELEASE This LEASE TERMINATIO AGREEMENT AND GENERAL RELEASE (the "Agreement") is made as of ,9,014 , by and between Nextel South Corp., a Georgia corporation ("Nextel") and City of Clermont, a Florida municipal corporation ("Owner")with reference to the following facts,understandings and intentions: RECITALS A. Owner owns certain property located at 1102 Bloxam Ave., Clermont, Florida ("Owner's Property"). Nextel, as lessee or tenant (or successor in interest to the lessee or tenant), and Owner, as lessor or landlord (or successor in interest to the lessor or landlord), are parties to that Communications Site Lease Agreement dated July 26, 2005 (the "Lease")whereby Owner leases to Nextel a portion of Owner's Property, as further described in the Lease (the "Site"). B. Nextel uses the Site for a communications facility that,pursuant to the Lease, may include among other things, an antenna tower or pole and foundation, utility lines, transmission lines, an air conditioned equipment room or shelter and pad, cable wiring, conduit runs, radios and other electronic equipment, transmitting and receiving antennas and microwave dishes, batteries and other power sources (possibly including a generator and pad), related fixtures and supporting equipment, and structures therefor(collectively,the "Communications Facility"). C. By mutual agreement, Nextel and Owner desire to terminate the Lease, effective as of the Termination Date(as defined below). D. Nextel and Owner are willing to so terminate the Lease,pursuant to the provisions of this Agreement. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows: 1. Date of Termination; Final Payment. a. The Lease is hereby canceled and terminated effective at 11:59 p.m. on June 30, 2014, or the date Nextel vacates and surrenders the Site pursuant to Section 2a below, whichever first occurs ("Termination Date"). From and after the Termination Date, neither Owner nor Nextel will have any further rights or obligations under the Lease, and Nextel will have no further right or interest with respect to the Site. 1 U J (Nextel Site#FL2084) b. In full and final payment of any and all sums due or owing by Nextel to Owner under the Lease or otherwise in connection with Owner's Property or the Site,Nextel will make a final payment of Four Thousand Two Hundred Twenty One and 30/100 Dollars ($4,221.33) in the same time and manner as rent is currently paid by Nextel, constituting Rent and other charges (if applicable) for the final month of the Lease (the "Final Payment"). 2. Vacation and Surrender of the Site; Site Acceptance. a. Owner and Nextel have expressly agreed that, on or before the Termination Date, Nextel will vacate and surrender the Site to Owner in its current "AS-IS" condition, except that Nextel will: i. Perform the following restoration work(the"Restoration Work"): (a) Nextel shall patch and close all open holes and penetrations as a result of the removal of Nextel's equipment. (b) Cleaning Restoration - Cleaning Restoration is limited to the Site as deemed in the Lease where Nextel Equipment was installed and in contact with the Site prior to the Nextel Removed Equipment. Nextel will have no obligation for Cleaning Restoration to the entire Site or portions of the Site where Nextel Equipment was not installed or in contact with the Site. ii. Remove from the Site the following(the"Removed Equipment"): (a) Antenna -Remove Antenna and mounting hardware. (b) Cable/Hardware- Remove Coax lines and related hardware. (c) Radio/Hardware- Remove all iDEN radio equipment(base radios, ISC's rectifiers, AC-DC Power plants batteries, racks, controller, DC power, and related support hardware). (d) Generator and Fuel Storage Tank Removal- Remove generator and fuel storage tanks, including draining and disposal of fluids(oil, fuel, anti-freeze), and disconnection of electrical and Telco conduits. (e) Hazardous Material Handling Requirements - Remove and dispose of all materials that may be considered hazardous. Nextel will have no further obligation(notwithstanding anything to the contrary contained in the Lease or otherwise) to remove the Communications Facility (all of which will be deemed abandoned by Nextel and accepted by Owner) or otherwise repair or restore the Site or any other portion of Owner's Property. b. Upon Nextel's vacation of the Site, Owner and Nextel will each execute duplicate originals of the "Site Acceptance and Release" in the form attached hereto as Exhibit A ("Site Acceptance"). Owner's execution of the Site Acceptance will constitute conclusive evidence and proof that Nextel has vacated and surrendered the Site to Owner in the condition 2 (Nextel Site#FL2084) required by the Lease and this Agreement, and that any portion of the Communications Facility (and any other equipment or property) remaining on Owner's Property will be deemed abandoned by Nextel and accepted by Owner, on the terms set forth therein. 3. Release of Obligations. Except for Owner's and Nextel's respective rights to enforce the provisions of this Agreement and the Site Acceptance, effective as of the Termination Date, Owner and Nextel, for themselves and their respective parent, subsidiary and related corporations, partners, affiliates, heirs, successors and assigns, do each hereby release and forever discharge each other and their present and former directors, officers, shareholders, managers, agents, trustees, beneficiaries, attorneys and employees (the "Released Parties") from all obligations, damages, losses, costs, expenses and liabilities whether known or unknown, contingent or direct, liquidated or unliquidated, and from any claims, demands, judgments, actions or suits of any kind (collectively, "Claims") which they may have against one another arising out of or relating to the Lease, and the use and occupancy of Site, the Communications Facility and/or Owner's Property, including without limitation, any attorneys' fees incurred in connection therewith. Each party acknowledges the possibility that the other party may have unknown Claims against the other arising out of or related to the Lease, and the use and occupancy of Site, the Communications Facility and/or Owner's Property, and that by signing this Agreement, each party expressly waives such Claims. The parties further acknowledge that the consideration for this mutual release takes into account the possibility of such further Claims. 4. Voluntary Agreement. The parties have read this Agreement and the releases contained herein and, on advice of counsel, have freely and voluntarily entered into this Agreement with full understanding of its terms. 5. Recitals. The above recitals are an integral and substantive part of this Agreement and are incorporated herein. 6. Attorneys' Fees. If either party commences an action against the other party arising out of or in connection with this Agreement, the prevailing party will be entitled to recover attorneys' fees and expenses from the other. 7. Successors. This Agreement will be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and assigns. 8. Counterparts. This Agreement may be executed in any number of duplicate originals or counterparts, each of which will be deemed to be an original, and all of which taken together will constitute one and the same agreement. The parties agree that their signatures may be delivered by fax or email. 9. Governing Law. The validity, interpretation, construction and performance of this Agreement will be controlled by and construed under the laws of the state in which the Site is located. ***SIGNATURES ON FOLLOWING PAGE*** 3 (Nextel Site#FL2084) IN WITNESS WHEREOF, the parties have executed this Lease Termination Agreement and General Release as of the date and year first above written. "NEXTEL" Nextel South Corp., Signed, sealed and delivered in the presence of: a Georgia corporation a By:.■ `4 4_,[// Printed Name: JjjAOv1. 6- Printed Name: Leslie ;.ggenstoss Title: Real Estate Manager ���" Date: Printed Name: Wr h✓1(LA- -,t/VI`c- "OWNER" City of Clermont, Signed, :-aled . I deliv- ed in the presence of: a Florida municorporation BY. !4 �i/Jr' Printed Name: da rpd� '. /tue_l/i/p Tr. Printed Name: 1D. A t(EL iv■f�t1/4.1724R J Title: ./bla Date: ..latzu t / o I Aur Printed NamelT;QC.A4 h,Z ri ,ft 4 L (Nextel Site#FL2084) Exhibit A SITE ACCEPTANCE and RELEASE This SITE ACCEPTANCE and RELEASE is made as of /(.p _, ("Effective Date"), by and between Nextel South Corp., a Georgia corporation ("Nextel") and City of Clerm nt, a Florida municipal corporation("Owner")with reference to the following facts,understandings and intentions: A. Owner and Nextel are parties to that LEASE TERMINATION AGREEMENT and GENERAL RELEASE dated I L. , DI it (the "Agreement"), that terminated a Lease for a Site on Owner's Property located at 1102 Bloxam Ave.,Clermont,Florida(Nextel Site# FL2084), all terms of which are incorporated herein. Capitalized terms used but not deemed herein have the meanings set forth in the Agreement. B. Nextel used the Site for a communications facility that may have included,among other things,an antenna tower or pole and foundation,utility lines,transmission lines,an air conditioned equipment room or shelter and pad,cable wiring,conduit runs,radios and other electronic equipment,transmitting and receiving antennas and microwave dishes,batteries and other power sources(possibly including a generator and pad), related fixtures and supporting equipment,and structures therefor(collectively,the"Communications Facility"). C. Nextel removed some or all of the Communications Facility and restored the Site and Owner's Property to the condition required by the Lease and the Agreement, and Nextel vacated and surrendered the Site to Owner as of the Effective Date. The parties now desire to execute this Site Acceptance and Release,pursuant to the Agreement. NOW,THEREFORE,in consideration of the foregoing,the provisions set forth below,and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Owner hereby acknowledges that, as of the Effective Date, Nextel has vacated, surrendered and restored the Site and Owner's Property to the condition required by the Lease and the Agreement and that any portion of the Communications Facility(and any other equipment or property)remaining on Owner's Property shall be deemed abandoned by Nextel (collectively, the "Abandoned Property"); Owner accepts any such Abandoned Property in its present condition "AS-IS", "WHERE-IS" and "WITH ALL FAULTS", and without any representations, warranties, promises, covenants or guaranties whatsoever, express, implied, oral, written, statutory or otherwise (including, without limitation, no warranties of merchantability,marketability,profitability,fitness for a particular purpose or conformity to models or materials); and Owner fully and forever releases Nextel and the Released Parties from all Claims and any and all liability whatsoever in connection with the foregoing and the Lease, and agrees to indemnify, defend and hold Nextel and the Released Parties harmless from and against all Claims and any and all losses, costs, liabilities, damages,claims,actions and causes of action(including attorneys' fees and court costs)arising out of or relating in any way to any such Abandoned Property (including without limitation any Claims that permits or local zoning or other regulations require telecommunications equipment to be removed). ***SIGNATURES ON FOLLOWING PAGE*** 5 r5 (Nextel Site#FL2084) Executed on "NEXTEL" Nextel South Corp., Signed,sealed and delivered in the presence of: a Georgia corporation By: Printed Name: Printed Name: Title: Date: Printed Name: "OWNER" City of Clermont, Signed,sealed and delivered in the presence of: a Florida municipal corporation By: Printed Name: Printed Name: Title: Date: Printed Name: 6 Site Name Clermont South Nextel Site ID# FL2084 RECORDING REQUESTED BY: WHEN RECORDED MAIL TO: Sprint Property Services Mailstop KSOPHT0101-Z2650 6391 Sprint Parkway Overland Park, Kansas 66251-2650 [space above this line for Recorder's use] Nextel Site ID: FL2084 MEMORANDUM OF SITE AGREEMENT TERMINATION & RELEASE This Memorandum of Site Agreement Termination and Release ("Termination Memorandum"), by and between City of Clermont, a Florida municipal corporation ("Owner") and Nextel South Corp., a Georgia corporation ("Tenant"), evidences that the lease made and - entered into by written Communications Site Lease Agreement, between Owner (or Owners predecessors in interest) and Tenant (or Tenants predecessors in interest), dated July 26, 2005 (the "Lease"), memorialized by a Memorandum of Agreement ("Memorandum") recorded on 5/1/2006 as document number 2006065862 in Book 03148,page(s) 0803 -0806 of the records of Lake County, Florida, has been terminated by written notice from Tenant to Owner. The Lease, Memorandum, and Termination Memorandum relate to certain real estate located at 1102 Bloxam Ave., situated in the City of Clermont, County of Lake, State of Florida (the "Site"), which is further described on Exhibit A attached hereto. Pursuant to the termination notice and effective 57 Z./ , Tenant hereby releases its leasehold interest in the Site. ***SIGNATURES ON FOLLOWING PAGE*** 03 IDEN DeComm Memo of Termination Template 05142012 Site Name Clermont South Nextel Site ID# FL2084 The parties have executed this Termination Memorandum as of the day and year written below. "NEXTEL" Signed, sealed and delivered in the presence of: Nextel South Corp., a Georgia corporation By: Printed Name:10 rtka P.(J 4-de 2v) Name: Laurie Anderson E ( ,)/(-L Real Estate Manager Title: Date: L-Z4V` Printed Name: E 11.2&h.e 4-c• C ce (.� "OWNER" Signed, sealed and delivered in the presence of: City of Clermont, a Florida munici pal corporation By: �G ro/O/S / da 07:Printed Tame: --r—r j (i Le(n15-1)Se Title: 1.416 Date: 4/3 /,S‘ 00/1 Printed Name: LA )cv�sGF�� Attach Exhibit A -Site Description Attach Notary Acknowledgment for recording purposes • Site Name Clermont South Nextel Site ID# FL2084 EXHIBIT A TO MEMORANDUM OF SITE AGREEMENT TERMINATION & RELEASE Site Description Site located at 1102 Bloxam Ave., situated in the City of Clermont, County of Lake, State of Florida commonly described as follows: Insert Legal Description: North 120 feet of Lot 235; and the North 120 feet of the East 55, 76 Feet of Lot 234,CLERMONT HEIGHTS,as represented on Plat Thereof.and as further represented on the OFFICIAL MAP of the City of Clermont, both being duly filed and recorded in the Public Records of Lake County, Florida. Owner Initials Tenant Initials Site Name Clermont South Nextel Site ID# FL2084 Insert Site Plan: mule DER POLE ENS I I POWER POLE I I I TELCO PEDL:TK �oer arms I I &&1CR c *NI twT[r+TNST __ I I OVEN /..M ' , i poke Itiatt-c4401, el [wuNo.pks Of NORTH •---■-• Ille LESSOR S LAND y 1. : . L_ -4 "I\ �. NOT. r10 SCALE OasnxC TELCO PEDESTAL I 1 I C WAN INAMNITIANO Mi...lira rer be way Hostel namexclustr Aaess4MM ),Easement (2w fist wide) I NI �-- Wxbl . _ _ (2W x 10"kat) r- ,` I '44 / \ e I - 1 R./J.-Lessor's lard LLII- . —. . .� 2 i.1-CO..:•uHO • �� I NOT TO scut • ...am.owr *aorano.a. am.• M o a trr s O rl NH • HeQSnFlelD °LERUON� y CLERMONT SOUTH °`° '""^' r�Si.OW.*O.o,E eiilkq.gVait.ULU •..WIN NM rs•w m«« FL-2081 H °r•. • ...... 9 N.w n.rr.tp..•.E.. •+. ••....w�gr.m. ..an... _r rr.y .ur.w. a ...:►n i.. 1102 Siloam Avenue wm I v +�•.s r . C.nnont.Florida 34711 ,._,,,r .astia R4r• Site Name Clermont South Nextel Site ID# FL2084 0 EXHIBIT B IP UP TO 2 AVTEIWAS I411 (MUM GO OP!ANT►Jpgy APPROXIMATE T 10'itAO t:L"-- Iq TlET4q� Ouo MGM (T) ref(IF APPUCAgEI ANIMUS (I) GENERATOR� 0 EleSONG WATER Um C B II it a! .I- • ER PROM 1.07 TO SCALE A MORRJSON - HRRSNSlfLO '°°°""'�� CLERMONTSOUT1i ' Mloiwun U17?ME lr l.ASi MMA RSf�. �' , GEM=MN ��1W 17?MEd 1�m'y7�M 1Nw aw.� M Sae a1 N..r COO MINN sa..aAS w..lrAte.rr�ra ++"+ 1102 8loaara Avenys KO■.r• QarmonR Florida 34711 .s_■ mama rum. I 1 Site Name Clermont South Nextel Site ID# FL2084 OWNER NOTARY BLOCK: STATE OF F to is )ss COUNTY OF A age ) The foregoing instrument was (c nose one) ❑attested or [acknowledged before /me this /417-H- day of ©C , 20 /L , by (choose one) ❑ as an individual,XI .,t i / l' r as ,lfQ ye r- of 111 2 n y'. /� + . , a V corporation, on behalf of the c• •ora ion, or ❑ , partner or agent on behalf of a partnership. fee/A :441-A ..141W// (AFFIX NOTARIAL SEAL) (OFFICIAL NOTARY SIG 1/7` RE) NOTARY PUo STAkkis iin NOAK * * MY COMMISSION#EE 150678 :..,':qu EXPIRES'December 20,2015 ''rFOF sse Bonded TAN Budget Notary Services My commission expires. (PRINTED,TYPED OR STAMPED NAME OF NOTARY) COMMISSION NUMBER: TENANT NOTARY BLOCK: STATE OF KANSAS ) )ss COUNTY OF JOHNSON ) The foregoing instrument was acknowledged before me this 2 S- day of F e h 2.6/`1 by (.451.--(A_ - >h„t-a(e v S!M as Real Estate Manager of National Site Development for Nextel South Corp., a Georgia corporation, who executed the foregoing instrument on behalf of the corporation. / 'r (AFFIX NOTARIAL SEAL) (OFFICIAL NOTARY S e r ATURE) NOTARY PUBLIC STATE OF m NOTARY PUBLIC-State of Kansas _ _ ELIZABETH AGL s(um1= My Appt Expves II eiCzit he 1.4.My commission expires. (PRINTED,TYPED OR STAMPED TAME OF NOTARY)