Site Name: East Lancaster
Business Unit #: 878015 1
SECOND AMENDMENT TO
COMMUNICATIONS SITE LEASE AGREEMENT (GROUND)
THIS SECOND AMENDMENT TO COMMUNICATIONS SITE LEASE
AGREEMENT (GROUND) (the “Second Amendment”) is made effective this ____ day of ______________, 2026 (“Effective Date”), by and between the CITY OF LANCASTER, a municipal corporation (hereinafter referred to as “Lessor”) and STC ONE LLC, a Delaware limited liability company, by and through its Attorney In Fact, Global Signal Acquisitions III LLC, a Delaware limited liability company (hereinafter referred to as “Lessee”).
RECITALS
WHEREAS, Lessor and Cox PCS Assets, LLC (“Original Lessee”) entered into a Communications Site Lease Agreement (Ground) dated August 8, 2000 (the “Original Agreement”) whereby Original Lessee leased certain real property, together with access and utility easements, located in Los Angeles County, California from Lessor (the “Premises”), all located within certain real property owned by Lessor (“Lessor’s Property”); and WHEREAS, the Original Agreement was amended by that certain First Amendment to Communications Site Lease Agreement (Ground) dated March 30, 2009, a memorandum of which was recorded in the official records of Los Angeles County, California (“Official Records”) on April 14, 2011 at Instrument No. 20110545705 (“First Amendment”) (hereinafter the Original Agreement and First Amendment are collectively referred to as the “Agreement”); and WHEREAS, STC One LLC is currently the Lessee under the Agreement as successor in interest to the Original Lessee; and
WHEREAS, the Premises 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 had an initial term that commenced on October 18, 2000 and expired on October 17, 2005. The Agreement, as amended, provides for eight (8) extensions of five (5) years each, five (5) of which were exercised by Lessee. According to the Agreement, the final extension expires on October 17, 2045; and
WHEREAS, Lessor and Lessee desire to amend the Agreement on the terms and conditions contained herein.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are acknowledged, Lessor and Lessee agree as follows:
1. Recitals; Defined Terms. The parties acknowledge the accuracy of the foregoing recitals. Any capitalized terms not defined herein shall have the meanings ascribed to them in the Agreement.
Site Name: East Lancaster
Business Unit #: 878015 2
2. Term. Section 2 of the First Amendment is being amended by deleting the following:
At the conclusion of the Initial Term, Lessee shall be entitled to eight extensions of five years each, with the final lease extension expiring on October 17, 2045 (each extension is referred to as a “Renewal Term”).
and adding the following:
At the conclusion of the Initial Term, Lessee shall be entitled to twelve (12) extensions of five (5) years each, with the final lease extension expiring on October 17, 2065 (each extension is referred to as a “Renewal Term”).
The remainder of Section 2 of the First Amendment remains unchanged by this Second Amendment. Lessor and Lessee hereby acknowledge that Lessee has exercised five (5) Renewal Terms, leaving a balance of seven (7) Renewal Terms.
3. Rent.
a) Rent Reduction. Commencing on January 1, 2027, the current Rent payable under the Agreement will be reduced to Five Hundred and 00/100 Dollars ($500.00) per month, and shall not be subject to escalation pursuant to Section 3 of the First Amendment. If, after full execution of this Second Amendment, Lessee subleases, licenses or grants a similar right of use or occupancy in the Premises to an unaffiliated third party, the Rent will resume (“Rental Restart”) in the amount of One Thousand Nine Hundred Eighty and 00/100 Dollars ($1,980.00) per month. The Rental Restart will commence upon the first (1st) day of the first (1st) full month following the commencement of installation of improvements by such future subtenant at the Premises. b) Rent Adjustment. Commencing on the first October 1st following the Rental Restart date, and every year thereafter (each an “Adjustment Date”), the monthly Rent shall increase by an amount equal to three percent (3%) of the monthly rent in effect for the month immediately preceding the Adjustment Date. Such rent escalations shall replace any rent escalations currently in the Agreement, including the rent escalation set forth in Section 3 of the First Amendment.
4. Lessor Termination Rights. If, on or after January 1, 2037, there are no subtenants on the Premises, nor any pending applications for subtenants on the Premises, Lessor shall have the right to terminate the Agreement at any time upon by providing Lessee twelve (12) months’ prior written notice; provided, however, that there shall be no termination of the Agreement in the event the Rental Restart occurs within this twelve (12) month period.
5. Notice of Sublease. Lessee shall provide written notice to Lessor within sixty (60) days after such sublease or license is fully executed.
6. Right of First Refusal. If Lessor receives an offer that it intends to accept from any person or entity that owns towers or other wireless telecommunications facilities (or is in the business of acquiring Lessor’s interest in the Agreement) to purchase fee title, an easement, a lease, a license, or any other interest in the Premises, or Lessor’s interest in the Agreement, or an option for any of the foregoing, Lessor shall provide written notice to Lessee of said offer, and Lessee Site Name: East Lancaster
Business Unit #: 878015 3
shall have a right of first refusal to acquire such interest, including all of Lessor's right, title and interest in the Agreement, on the same terms and conditions in the offer, excluding any terms or conditions which are (i) not imposed in good faith or (ii) directly or indirectly designed to defeat or undermine Lessee's possessory or economic interest in the Premises. Lessor’s notice shall include the prospective buyer’s name, the purchase price and/or other consideration being offered, the other terms and conditions of the offer, the due diligence period, and the proposed closing date.
If the Lessor's notice shall provide for a due diligence period of less than sixty (60) days, then the due diligence period shall be extended to be sixty (60) days from exercise of the right of first refusal and closing shall occur no earlier than fifteen (15) days thereafter. If Lessee does not exercise its right of first refusal by written notice to Lessor given within thirty (30) days, Lessor may convey the property as described in the Lessor's notice. If Lessee declines to exercise its right of first refusal, then the Agreement shall continue in full force and effect and Lessee's right of first refusal shall survive any such conveyance. Lessee shall have the right, at its sole discretion, to assign the right of first refusal to any person or entity, either separate from an assignment of the Agreement or as part of an assignment of the Agreement. Such assignment may occur either prior to or after Lessee’s receipt of Lessor’s notice and the assignment shall be effective upon written notice to Lessor.
7. Representations, Warranties and Covenants of Lessor. Lessor represents, warrants and covenants to Lessee as follows:
a) Lessor is duly authorized to and has the full power and authority to enter into this Second Amendment and to perform all of Lessor’s obligations under the Agreement as amended hereby.
b) Lessee is not currently in default under the Agreement, and to Lessor’s knowledge, no event or condition has occurred or presently exists which, with notice or the passage of time or both, would constitute a default by Lessee under the Agreement. c) Lessor agrees to provide such further assurances as may be requested to carry out and evidence the full intent of the parties under the Agreement as amended hereby, and ensure Lessee’s continuous and uninterrupted use, possession and quiet enjoyment of the Premises under the Agreement as amended hereby.
d) Lessor acknowledges that the Premises, as defined, shall include any portion of Lessor’s Property on which communications facilities or other Lessee improvements exist on the date of this Second Amendment.
8. Counterparts. This Second 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.
9. 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 Second Amendment is hereby amended to be consistent.
Site Name: East Lancaster
Business Unit #: 878015 4
10. Recordation. Lessee, at its cost and expense, shall have the right to record a memorandum of this Second Amendment in the Official Records at any time following the execution of this Second Amendment by all parties hereto. [Signature pages follow]
Site Name: East Lancaster
Business Unit #: 878015
4 Site Name: East Lancaster
Business Unit #: 878015 5
Lessor and Lessee have caused this Second Amendment to be duly executed on the day and year first written above.
LESSOR:
CITY OF LANCASTER, a municipal
corporation
By:
Print Name:
Title:
Lessor affirms that this Second Amendment
was approved at a duly noticed public
meeting held on ______________ 2026
[Lessee Execution Page Follows]
Site Name: East Lancaster
Business Unit #: 878015
5 Site Name: East Lancaster
Business Unit #: 878015 6
This Second Amendment is executed by Lessee as of the date first written above.
LESSEE:
STC ONE LLC, a Delaware limited liability
company
By: Global Signal Acquisitions III LLC, a
Delaware limited liability company
Its: Attorney In Fact
By:
Print Name:
Title: