Site No: 411516
VZW Site No: 123016
Site Name: Avenue L CA
Project No: 13736349
THE SECOND AMENDMENT TO LEASE
This Second Amendment to Lease (this "Second Amendment") is made effective as of the latter signature date hereof (the "Effective Date") by and between the City of Lancaster, a California municipal corporation, ("Landlord") and Los Angeles SMSA Limited Partnership d/b/a Verizon Wireless, a California limited partnership ("Tenant") (Landlord and Tenant being collectively referred to herein as the "Parties").
RECITALS
WHEREAS, Landlord owns the real property described on Exhibit A attached hereto and by this reference made a part hereof (the "Parent Parcel"); and
WHEREAS Landlord (or its predecessor-in-interest) and Tenant (or its predecessor-in-interest) entered into that certain Lease dated May 1, 2001 (the "Original Lease") and as amended by that certain First Amendment to Lease dated February 17, 2021 (the "First Amendment") (the Original Lease and the First Amendment, collectively, the "Lease"), pursuant to which the Tenant leases a portion of the Parent Parcel and is the beneficiary of certain easements for access and utilities, all as more particularly described in the Lease (such portion of the Parent Parcel so leased along with such portion of the Parent Parcel so affected, collectively, the "Leased Premises"), which Leased Premises are also described on Exhibit A; and
WHEREAS, Tenant, Verizon Communications Ine., a Delaware Corporation, and other parties identified therein, entered into a Management Agreement and a Master Prepaid Lease, both with an effective date of March 27, 2015, and both with ATC Sequoia LLC, a Delaware limited liability company ("American Tower"), pursuant to which American Tower subleases, manages, operates and/or maintains, as applicable, the Leased Premises, all as more particularly described therein; and
WHEREAS, Tenant has granted American Tower a limited power of attorney (the "POA") to, among other things, prepare, negotiate, execute, deliver, record, and/or file certain documents on behalf of Tenant, all as more particularly set forth in the POA; and
WHEREAS, Tenant desires to expand the Leased Premises pursuant to Section 4 of the First Amendment wherein Landlord granted to Tenant an irrevocable option to expand the Leased Premises ("Option") to include approximately an additional three hundred thirty-six (336) square feet contiguous to the Leased Premises ("Option Area").
NOW THEREFORE, in consideration of the foregoing recitals and the mutual covenants set forth herein and other good and valuable consideration, the receipt, adequacy, and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:
1. Ratification of the Leased Premises. Landlord hereby ratifies and agrees that it leases to Tenant the Leased Premises as described, designated, and/or depicted on Exhibit A attached hereto.
2. Exercise of Option and Additional Ground Space. Effective as of the Effective Date, Tenant hereby exercises the Option and Landlord hereby leases to Tenant the Option Area. The Options Area is described, depicted, and/or designated on Exhibit B attached hereto and by this reference made a part hereof. Tenant may use the Option Area in the same manner that Tenant is permitted to use the Site No: 411516
VZW Site No: 123016
Site Name: Avenue L CA
Project No: 13736349
Leased Premises. On and after the occurrence of the Effective Date, the Option Area shall be (and shall be deemed to be for all purposes), without further action of the Parties hereto, part of the Leased Premises and any references to the Leased Premises in the Lease, as amended hereby, shall include (and shall be deemed to include for all purposes) the Option Area.
3. Consideration. The Parties agree the applicable rent increase for the Option Area will be due and owing in the same manner pursuant to Section 4 of the First Amendment ("Consideration") and will commence as of the date T-Mobile begins construction of the Option Area. ln the event T- Mobile or any subsidiary, parent , or affiliate of T-Mobile ceases using the Option Area, Tenant's obligation to pay Consideration shall cease, and all rights and title to the land constituting the Option Area shall revert back to Landlord upon Landlord's receipt of recordable release from Tenant and/or American Tower of Tenant’s and/or American Tower's interest in the Option Area.
4. Landlord and Tenant Acknowledgments . Except as modified herein, the Lease and all provisions contained therein remain in full force and effect and are hereby ratified and affirmed. ln the event there is a conflict between the Lease and this Second Amendment, this Second Amendment shall control. The Parties hereby agree that no defaults exist under the Lease. Upon request by Tenant and at Tenant's sole cost and expense but without additional consideration owed to Landlord, Landlord hereby agrees to promptly execute and return to Tenant building permits, zoning applications, and other forms and documents, including a memorandum of lease, as required for the use of the Leased Premises and/or Option Area by Tenant and/or Tenant's customers, licensees, and sublessees. The landlord hereby appoints the Tenant as the Landlord's attorney-in-fact coupled with an interest to prepare, execute, and deliver land use and zoning and building permit applications that concern the Leased Premises and/or Option Area, on behalf of the Landlord with federal, and state and local governmental authorities, provided that such applications shall be limited strictly to the use of the Leased Premises and/or Option Area as a wireless telecommunications facility and that such attorney-in-fact shall not allow Tenant to re-zone or otherwise reclassify the Leased Premises, Option Area or the Parent Parcel. The terms, provisions, and conditions of this Section shall survive the execution and delivery of this Second Amendment.
5. Waiver. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THE LEASE, AS AMENDED
HEREBY, IN NO EVENT SHALL THE LANDLORD OR TENANT BE LIABLE TO THE OTHER FOR, AND LANDLORD
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 OR BUSINESS OPPORTUNITY), PUNITIVE, EXEMPLARY, AND SIMILAR DAMAGES.
6. Memorandum of Lease . Upon request by Tenant, Landlord shall execute and deliver to Tenant a Memorandum(s) of Lease, reflecting this Second Amendment, in a form reasonably acceptable to Tenant and which shall be recordable in the county in which the Parent Parcel is located.
7. Electronic Signatures. The Parties agree that a scanned or electronically reproduced copy or image of this Second Amendment bearing the signatures of the Parties hereto shall be deemed an original and may be introduced or submitted in any action or proceeding as competent evidence of the execution, terms, and existence of this Second Amendment notwithstanding the failure or inability to produce or tender an original, executed counterpart of this Second Amendment and without the requirement that the unavailability of such original, executed counterpart of this Second Amendment first be proven.
Site No: 411516
VZW Site No: 123016
Site Name: Avenue L CA
Project No: 13736349
8. Entirety; Amendment; Counterparts. This Second Amendment, together with the Lease, constitutes the entire agreement among the undersigned Parties hereto regarding the subject matter hereof. Any modification to this Second Amendment must be in writing and signed and delivered by authorized representatives of the Parties in order to be effective. This Second Amendment will be governed by the laws of the state or commonwealth in which the Parent Par cel is situated. This Second Amendment may be executed in any number of counterparts, each of which shall be an original, which may be delivered via facsimile, but all of which taken together shall constitute one instrument.
[SIGNATURES COMMENCE ON FOLLOW/NG PAGE]
Site No: 411516
VZW Site No: 123016
Site Name: Avenue L CA
Project No: 13736349
LANDLORD:
City of Lancaster,
a California Municipal Corporation,
Signature: _
Print Name: _
Title:
Date:
[SIGNATURES CONTINUE ON FOLLOW/NG PAGE]
Site No: 411516
VZW Site No: 123016
Site Name: Avenue L CA
Project No: 13736349
TENANT:
Los Angeles SMSA Limited Partnership d/b/a Verizon Wireless, a California limited partnership,
By: ATC Sequoia LLC, a Delaware limited liability company Title: Attorney-in-Fact
Signature: _
Print Name: _
Title:
Date:
[END OF 5/GNATURES]
Site No: 411516
VZW Site No: 123016
Site Name: Avenue L CA
Project No: 13736349
EXHIBIT A
This Exhibit A may be replaced at Tenant's option as described below.
PARENT PARCEL
Tenant shall have the right to replace this description with a description obtained from the Landlord's deed (or deeds) that include the land area encompassed by the Lease and Tenant's improvements thereon.
The Parent Parcel consists of the entire legal taxable lot owned by Landlord as described in a deed (or deeds) to Landlord of which the Leased Premises is a part thereof with such Parent Parcel being described below.
Being situated in the County of Los Angeles, State of California, and being known as New Castle County APN: 3125-010-915.
LEASED PREMISES
Tenant shall have the right to replace this description with a description obtained from the Lease or from a description obtained from an as-built survey conducted by the Tenant.
The Leased Premises consists of that portion of the Parent Parcel as defined in the Lease which shall
Site No: 411516
VZW Site No: 123016
Site Name: Avenue L CA
Project No: 13736349
include access and utilities easements.
ACCESS AND UTILITIES
The access and utility easements include all easements of record as well that portion of the Parent Parcel currently utilized by Tenant (and Tenant's customers) for ingress, egress, and utility purposes from the Leased Premises to and from a public right of way including but not limited to:
Site No: 411516
VZW Site No: 123016
Site Name: Avenue L CA
Project No: 13736349
EXHIBIT B
OPTION AREA
This Exhibit B may be replaced at Tenant's option as described below.