Non-Exclusive Tower Attachment Lease Agreement

TOWER ATTACHMENT LEASE AGREEMENT

STATE:

COUNTY:

LESSOR: (Name and Address)

LESSEE: (Name and Address)

EFFECTIVE DATE:

This Agreement (the “Agreement” or “Lease”) is made and entered into as of the Effective Date stated above, between Lessor, named above, and Lessee, named above.

1. Agreement. Lessor leases to Lessee, and Lessee leases from Lessor, space on a tower (the “Tower”) owned by Lessor located on the real property described on Exhibit “A” (the “Property”), together with a certain area of an existing enclosed structure on the Property or a portion of the surface of the Property to construct an enclosed structure to house all or portions of Lessee’s facilities as described below. The area within the existing structure or the portion of the surface to construct an enclosed structure for the exclusive use by Lessee is more particularly shown on Exhibit “B.” The Tower Space, the facilities as described in Exhibit “B,” and the Access and Utility Easements as described in Section 2. below are referred to collectively in this Lease as the “Premises”.

2. Access and Utility Easements. Lessor grants to Lessee the Access Easement and Utility Easement to the Property as shown in Exhibit “C.”

3. Use. The Property will be used for the purpose of constructing, installing, operating, maintaining, altering, inspecting, and removing antennas, dishes, grids, transmission lines, base stations, wireless communication equipment, switches, power supplies, batteries, accessories, and anything necessary and convenient to construct and operate a wireless communications system, all of which is referred to as the “Facility.”

4. Term. The primary term (“Primary Term”) of this Lease shall be for a period of years from and will terminate on , at 11:59 p.m. unless sooner terminated or extended as provided for in this Agreement.

Lessee is granted the option to extend the Primary Term of this Lease for additional periods of years each (“Extension Term”). Each of Lessees options to extend will be deemed automatically exercised without any action by Lessor or Lessee unless Lessee gives written notice of its intent not to exercise any option(s) to Lessor before expiration of the current term.

5. Rent. Lessee agrees to pay Lessor, as rent, the annual amount of , payable in advance on or before , of each calendar year during the Primary Term and each Extension Term.

6. Access and Utilities. Lessor grants to Lessee its employees, agents, contractors, and assigns, full and complete access to the Property on a twenty-four (24) hour, 365 day per year basis. Lessee shall have the right to improve the Property, the Access Easement and the Utility Easement, provided the improvements do not interfere with the rights and enjoyment of Lessor. Lessee shall install an electrical meter for the sole use by Lessee, and the cost of such meter and electricity will be paid for by Lessee.

7. Termination. In addition to the termination provisions contained elsewhere in this Agreement, Lessee shall have the right to terminate this Lease upon thirty (30) days written notice for the following events:

a) If Lessee cannot obtain all of its approvals, permits, certificates, or licenses from governmental agencies, necessary for the construction, maintenance and operation of the Facility, or if such approvals, permits, certificates, or licenses from government agencies is/are revoked.

b) If Lessee determines that the Premises is not appropriate or suitable for locating the Facility for technical reasons such as, but not limited to, signal interference.

Lessee shall have the right to terminate this lease without cause on ninety (90) days written notice.

8. Indemnification by Lessee. Lessee hereby agrees to indemnify and hold Lessor harmless from and against any claim or liability or loss from personal injury or property damage resulting from or arising out of the use of the Premises and the Facility by Lessee, its servants, agents or subcontractors, and the installation, use, maintenance, repair or removal of the Facility by Lessee and such persons acting on its behalf, excepting, however, such claims, liabilities or damages as may be due to or caused by the acts of Lessor, or its servants, agents or subcontractors.

9. Indemnification by Lessor. Lessor agrees to indemnify and hold Lessee harmless from and against any claim or liability or loss from personal injury or property damage resulting from or arising out of the use of the Premises by Lessor, its servants, agents or subcontractors, and such persons acting on its behalf, excepting, however, such claims, liabilities or damages as may be due to or caused by the acts of Lessee, or its servants, agents or subcontractors.

10. Default. If Lessee defaults in the payment of rent, or any additional rent, or defaults in the performance of any other covenants or conditions herein contained, Lessor may give written notice of such default, and, if Lessee does not cure any rent default within thirty (30) days of such notice or within sixty (60) days of such notice of non-monetary default (or if such non-monetary default is of a nature that it cannot be completely cured within sixty (60) days, if Lessee does not commence remedial action within such sixty (60) days and thereafter proceed with reasonable diligence and in good faith to cure such default), then Lessor may terminate this Lease on not less that fifteen (15) days written notice to Lessee, and on the date specified in said notice, lessee’s right to possession of the Premises shall cease, and Lessee shall quit and surrender the Premises to Lessor, and this lease shall terminate as of such termination date; subject, however, to Lessee’s right to remove all its equipment and improvements as provided for in this Agreement.

Lessor shall also have any and all other rights and remedies as may be provided in law or equity in the event Lessee defaults hereunder and fails to cure such default within the applicable grace period provided for in this agreement.

In the event Lessee defaults in any of its covenants and obligations of this Lease, Lessor shall provide Lessee with notice thereof, and Lessee shall have a reasonable time under the circumstances to cure such default. If Lessee fails to cure such default, Lessor shall have any and all rights and remedies available to it as may be provided in law or equity.

11. Insurance. Lessee shall obtain and keep in force during the term of this Lease comprehensive general liability and property liability insurance with liability limits of not less than Dollars ($ ) for injury to or death of one or more persons in any one occurrence, and Dollars ($ ) for damage to or destruction of property in any one occurrence.

Lessor shall be named as an additional named insured, and the policies shall contain cross liability endorsements. Lessee shall deliver to Lessor prior to occupancy of the Premises copies of certificate of liability insurance required herein or certificates evidencing the existence and amounts of such insurance with loss payable clauses reasonably satisfactory to Lessor. No policy shall be cancelable or subject to reduction of coverage except after thirty (30) days’ prior written notice to Lessor.

12. Fixtures. Lessor covenants and agrees that no part of the improvements installed, constructed, erected or placed by Lessee on the Premises or other real property owned by Lessor will be or become, or be considered as being, affixed to or a part of Lessor’s real or personal property.

13. Taxes. Lessee will render the Premises to the appropriate taxing authorities and will pay all taxes and assessments levied against all of Lessee’s property. In the event Lessor is assessed additional taxes as a result of Lessee’s Premises, Lessee agrees to pay such additional taxes on an annual basis within sixty (60) days’ written notice by Lessor. Lessor shall present to Lessee tax bills and assessments evidencing such increases to Lessor.

14. Assignment and Subleasing. Lessee may assign all rights, title, and interests, in this Lease Agreement in whole or in part.

15. Title. Lessor represents and warrants to Lessee that Lessor has good and marketable title to the Property, Access Easement and Utility Easement, free and clear of all liens, encumbrances and exceptions, and that Lessor has the right to enter into this Lease Agreement with Lessee.

16. Interference. Lessor will not permit the installation and existence of any other improvement upon the Tower or any other portion of the Property if such improvement interferes with transmission or reception by Lessee’s Facility in any manner whatsoever.

17. Compliance. Lessor represents and warrants that all operations conducted by Lessor in connection with the Tower and the Property meet all applicable federal, state, county and local codes and regulations. Lessee agrees that it will conduct its operation in the future in accordance with all applicable federal, state, county and local codes and regulations.

18. Memorandum of Lease. On execution of this Agreement, each party, at the request of the other, shall sign a Memorandum of Lease. Lessee at its option, may record the Memorandum of Lease in the public records of the county in which the Property is located.

19. Notices. All notices provided for herein must be in writing and shall be deemed validly given if sent by certified mail, return receipt requested, addressed as follows:

Lessor:

Lessee:

20. Entire Agreement. This Lease and any attached exhibits mentioning this Lease constitute the entire agreement between Lessor and Lessee. The Lease shall not be amended or changed except by written instrument signed by the parties hereto. Captions of each paragraph are for convenience of reference only and do not limit nor amplify the provision of the Lease.

21. Binding Effect. The provisions of this Lease shall be binding on and inure to the benefits of the heirs, executors, administrators, successors, and assigns of Lessor and Lessee.

22. Governing Law. This Agreement and all of the rights and liabilities of the parties shall be subject to and governed by the laws of the State of .

This Agreement is executed by the parties as of the date of the acknowledgments below, but shall be deemed effective as of the Effective Date stated above.

(Acknowledgments)

Exhibit “A”: Description of Property

Exhibit “B”: Plat

Exhibit “C”: Access and Utility Easement