Common use of Application and Amendment Process Clause in Contracts

Application and Amendment Process. (i) AT&T Collocator’s rights to install and operate any AT&T Communications Equipment at a Site in addition to or in replacement of the AT&T Communications Equipment existing at the Site as of the Effective Date shall not become effective, and installation of such additional AT&T Communications Equipment or modification of the existing AT&T Communications Equipment at a Site shall not commence, until the following conditions are satisfied: (A) Tower Operator has received any written consent required under the Ground Lease to allow Tower Operator to permit such installation or modification, (B) AT&T Collocator has submitted to Tower Operator and Tower Operator has approved AT&T Collocator’s application for such installation or modification (such approval not to be unreasonably withheld, conditioned or delayed) (a “Site Engineering Application”); (C) Tower Operator has received and approved AT&T Collocator’s drawings showing the installation or modification of the AT&T Communications Equipment (such approval not to be unreasonably withheld, conditioned or delayed); (D) Tower Operator has reviewed and accepted, acting reasonably, all permits required to be obtained by AT&T Collocator for its installation or Modification of the AT&T Communications Equipment and all required regulatory or Governmental Approvals of AT&T Collocator’s proposed installation or modification at the Site; (E) Tower Operator has received a waiver of any applicable rights of first refusal in and to the space in which any new equipment shall be located as identified by AT&T Collocator in the Site Engineering Application; (F) any applicable fees relating to the application and amendment process have been paid by AT&T Collocator in accordance with the practices and pricing existing at such time between the Parties or their Affiliates; and (G) a Site Lease Agreement and an amendment to the Site Lease Agreement have been executed by AT&T Collocator and Tower Operator has issued a notice to proceed with the proposed installation or modification; provided, however, that if the conditions precedent listed in clauses (A) through (G) of this sentence are satisfied or determined not to be applicable, then Tower Operator’s approval of the subject Site Engineering Application to install AT&T Communications Equipment that is within the AT&T Reserved Amount of Tower Equipment shall not be unreasonably withheld, conditioned or delayed; provided, further, that the requirement that Tower Operator be obligated to expend funds in connection with such proposed installation or modification pursuant to the terms of Section 6(a)(ii)(A) of this Agreement shall not be a reasonable basis for the withholding of its consent. Tower Operator shall evaluate and respond to submissions by AT&T Collocator in a commercially reasonable time period substantially similar to the time period in which it responds to application requests by other subtenants within its portfolio of telecommunications tower sites; provided, however, that if any condition precedent described above is not satisfied within 180 days of the date of the execution by AT&T Collocator of the amendment of the subject Site Lease Agreement or within such other period as may be specified in the subject amendment of the Site Lease Agreement, Tower Operator and AT&T Collocator shall each have the right to terminate the subject amendment of the subject Site Lease Agreement (unless the condition precedent is not met because of the actions or omissions of the terminating party, in which case such party shall not have such termination right unless the failure to terminate would cause a violation of Law or breach of the Ground Lease or any other contract or agreement). The terminating party shall provide notice to the other party in the event that the amendment of the subject Site Lease Agreement is terminated due to failure to satisfy conditions precedent. Tower Operator shall endeavor to obtain, and AT&T Collocator shall cooperate to assist in obtaining, prompt satisfaction of any conditions precedent. (ii) AT&T Collocator must provide Tower Operator with copies of any zoning application or amendment that AT&T Collocator submits to the applicable zoning authority in relation to its installation or modification of Equipment at a Site at least 72 hours prior to submission to the applicable zoning authority. Tower Operator also reserves the right, prior to any decision by the applicable zoning authority, to approve or reject any conditions of approval, limitations or other obligations that would apply to the owner of the Site or property, or any existing or future Tower Subtenant, as a condition of such zoning authority’s approval and that would be reasonably likely to reduce the duration of the use of the subject Site or the operations thereon or materially decrease the value of the Site or its use or impair or impede Tower Operator’s or the Tower Subtenants’ operations at the Site, or create a material risk of regulatory violations; provided, however, that Tower Operator shall not unreasonably reject any conditions of approval if none of the foregoing factors are present in Tower Operator’s judgment and AT&T Collocator agrees to pay the cost of satisfying such conditions of approval. AT&T Collocator shall be solely responsible for all costs and expenses associated with (i) any zoning application or amendment submitted by AT&T Collocator, (ii) making any improvements or performing any other obligations required as a condition of approval with respect to same and (iii) any other related expenses.

Application and Amendment Process. (i) AT&T Collocator’s rights to install and operate any AT&T Communications Equipment at a Site in addition to or in replacement of the AT&T Communications Equipment existing at the Site as of the Effective Date shall not become effective, and installation of such additional AT&T Communications Equipment or modification of the existing AT&T Communications Equipment at a Site shall not commence, until the following conditions are satisfied: (A) Tower Operator has received any written consent required under the Ground Lease to allow Tower Operator to permit such installation or modification, (B) AT&T Collocator has submitted to Tower Operator and Tower Operator has approved AT&T Collocator’s application for such installation or modification (such approval not to be unreasonably withheld, conditioned or delayed) (a “Site Engineering Application”); (C) Tower Operator has received and approved AT&T Collocator’s drawings showing the installation or modification of the AT&T Communications Equipment (such approval not to be unreasonably withheld, conditioned or delayed); (D) Tower Operator has reviewed and accepted, acting reasonably, all permits required to be obtained by AT&T Collocator for its installation or Modification of the AT&T Communications Equipment and all required regulatory or Governmental Approvals of AT&T Collocator’s proposed installation or modification at the Site; (E) Tower Operator has received a waiver of any applicable rights of first refusal in and to the space in which any new equipment shall be located as identified by AT&T Collocator in the Site Engineering Application; (F) any applicable fees relating to the application and amendment process have been paid by AT&T Collocator in accordance with the practices and pricing existing at such time between the Parties or their Affiliates; and (G) a Site Lease Agreement and an amendment to the Site Lease Agreement have been executed by AT&T Collocator and Tower Operator has issued a notice to proceed with the proposed installation or modification; provided, however, that if the conditions precedent listed in clauses (A) through (G) of this sentence are satisfied or determined not to be applicable, then Tower Operator’s approval of the subject Site Engineering Application to install AT&T Communications Equipment that is within the AT&T Reserved Amount of Tower Equipment shall not be unreasonably withheld, conditioned or delayed; provided, further, that the requirement that Tower Operator be obligated to expend funds in connection with such proposed installation or modification pursuant to the terms of Section 6(a)(ii)(A) of this Agreement shall not be a reasonable basis for the withholding of its consent. Tower Operator shall evaluate and respond to submissions by AT&T Collocator in a commercially reasonable time period substantially similar to the time period in which it responds to application requests by other subtenants tenants within its portfolio of telecommunications tower sites; provided, however, that if any condition precedent described above is not satisfied within 180 days of the date of the execution by AT&T Collocator of the amendment of the subject Site Lease Agreement or within such other period as may be specified in the subject amendment of the Site Lease Agreement, Tower Operator and AT&T Collocator shall each have the right to terminate the subject amendment of the subject Site Lease Agreement (unless the condition precedent is not met because of the actions or omissions of the terminating party, in which case such party shall not have such termination right unless the failure to terminate would cause a violation of Law or breach of the Ground Lease or any other contract or agreement). The terminating party shall provide notice to the other party in the event that the amendment of the subject Site Lease Agreement is terminated due to failure to satisfy conditions precedent. Tower Operator shall endeavor to obtain, and AT&T Collocator shall cooperate to assist in obtaining, prompt satisfaction of any conditions precedent. (ii) AT&T Collocator must provide Tower Operator with copies of any zoning application or amendment that AT&T Collocator submits to the applicable zoning authority in relation to its installation or modification of Equipment at a Site at least 72 hours prior to submission to the applicable zoning authority. Tower Operator also reserves the right, prior to any decision by the applicable zoning authority, to approve or reject any conditions of approval, limitations or other obligations that would apply to the owner of the Site or property, or any existing or future Tower SubtenantTenant, as a condition of such zoning authority’s approval and that would be reasonably likely to reduce the duration of the use of the subject Site or the operations thereon or materially decrease the value of the Site or its use or impair or impede Tower Operator’s or the Tower SubtenantsTenants’ operations at the Site, or create a material risk of regulatory violations; provided, however, that Tower Operator shall not unreasonably reject any conditions of approval if none of the foregoing factors are present in Tower Operator’s judgment and AT&T Collocator agrees to pay the cost of satisfying such conditions of approval. AT&T Collocator shall be solely responsible for all costs and expenses associated with (i) any zoning application or amendment submitted by AT&T Collocator, (ii) making any improvements or performing any other obligations required as a condition of approval with respect to same and (iii) any other related expenses.

Application and Amendment Process. (i) AT&T T-Mobile Collocator’s 's rights to install and operate any AT&T T-Mobile Communications Equipment at a Site in addition to or in replacement of the AT&T T-Mobile Communications Equipment existing at the Site as of the Effective Date shall not become effective, and installation of such additional AT&T T-Mobile Communications Equipment or modification of the existing AT&T T-Mobile Communications Equipment at a Site shall not commence, until the following conditions are satisfied: (A) Tower Operator has received any written consent required under the Ground Lease to allow Tower Operator to permit such installation or modification, (B) AT&T T-Mobile Collocator has submitted to Tower Operator and Tower Operator has approved AT&T T-Mobile Collocator’s 's application for such installation or modification (such approval not to be unreasonably withheld, conditioned or delayed) (a “Site Engineering Application”); (C) Tower Operator has received and approved AT&T T-Mobile Collocator’s 's drawings showing the installation or modification of the AT&T T-Mobile Communications Equipment (such approval not to be unreasonably withheld, conditioned or delayed)Equipment; (D) Tower Operator has reviewed and accepted, acting reasonably, accepted all permits required to be obtained by AT&T T-Mobile Collocator for its installation or Modification of the AT&T T-Mobile Communications Equipment and all required regulatory or Governmental Approvals governmental approvals of AT&T T-Mobile Collocator’s 's proposed installation or modification at the Site; (E) Tower Operator has received a waiver of any applicable rights of first refusal in and to the space in which any new equipment shall be located as identified by AT&T T-Mobile Collocator in the Site Engineering Application; (F) any Site Application Fee, Application Revision Fee, Inspection Fee for Third Party Work, Regulatory Fees, Structural Analysis Fee, Intermodulation Study Fee and fee for AM Detuning Study and any other applicable fees relating to the application and amendment process have been paid by AT&T Collocator (such fees shall be determined from time to time in accordance with the Tower Operator's current business practices and pricing existing at such time between the Parties or their Affiliates; and prevailing rates), (G) a Site Lease Agreement and an amendment to the Site Lease Agreement have been executed by AT&T Collocator executed; and (H) Tower Operator has issued a notice to proceed with the proposed installation or modification; provided, however, provided that if the conditions precedent listed in clauses (A) through (GH) of this sentence are satisfied or determined not to be applicable, then Tower Operator’s 's approval of the subject Site Engineering Application to install AT&T T-Mobile Communications Equipment that is within the AT&T T-Mobile Reserved Amount of Tower Equipment shall not be unreasonably withheld, conditioned or delayed; provided, further, that the requirement that Tower Operator be obligated to expend funds in connection with such proposed installation or modification pursuant to the terms of Section 6(a)(ii)(A) of this Agreement shall not be a reasonable basis for the withholding of its consent. Tower Operator shall evaluate and respond to submissions by AT&T Collocator in a commercially reasonable time period substantially similar to the time period in which it responds to application requests by other subtenants within its portfolio of telecommunications tower sites; provided, however, that if If any applicable condition precedent described above is not satisfied within 180 days of the date of the execution by AT&T Collocator of the amendment of the subject Site Lease Agreement or within such other period as may be specified in the subject amendment of the Site Lease Agreement, Tower Operator and AT&T T-Mobile Collocator shall each have the right to terminate the subject amendment of the subject Site Lease Agreement (unless the condition precedent is not met because of the actions or omissions of the terminating party, in which case such party shall not have such termination right unless the failure to terminate would cause a violation of Law or breach of the Ground Lease or any other contract or agreement)Agreement. The terminating party shall provide notice to the other party in the event that the amendment of the subject Site Lease Agreement is terminated due to failure to satisfy conditions precedent. Tower Operator shall endeavor to obtain, and AT&T T-Mobile Collocator shall cooperate to assist in obtaining, prompt satisfaction of any conditions precedent. (ii) AT&T T-Mobile Collocator must provide Tower Operator with copies of any zoning application or amendment that AT&T T-Mobile Collocator submits to the applicable zoning authority in relation to its installation or modification of Equipment at a Site at least 72 hours prior to submission to the applicable zoning authority. Tower Operator also reserves the right, prior to any decision by the applicable zoning authority, to approve or reject any conditions of approval, limitations or other obligations that would apply to the owner of the Site or property, or any existing or future Tower Subtenant, as a condition of such zoning authority’s 's approval and that would be reasonably likely to or could reduce the duration of the use of the subject Site or the operations thereon or materially decrease the value of the Site or its use or impair or impede Tower Operator’s 's or the Tower Subtenants’ ' operations at the Site, or create a material risk of regulatory violations; provided, however, that Tower Operator shall not unreasonably reject any conditions of approval if none of the foregoing factors are present in Tower Operator’s 's judgment and AT&T T-Mobile Collocator agrees to pay the cost of satisfying such conditions of approval. AT&T T-Mobile Collocator shall be solely responsible for all costs and expenses associated with (i) any zoning application or amendment submitted by AT&T T-Mobile Collocator, (ii) making any improvements or performing any other obligations required as a condition of approval with respect to same and (iii) any other related expenses.

Application and Amendment Process. (i) AT&T T-Mobile Collocator’s 's rights to install and operate any AT&T T-Mobile Communications Equipment at a Site in addition to or in replacement of the AT&T T-Mobile Communications Equipment existing at the Site as of the Effective Date shall not become effective, and installation of such additional AT&T T-Mobile Communications Equipment or modification of the existing AT&T T-Mobile Communications Equipment at a Site shall not commence, until the following conditions are satisfied: (A) Tower Operator has received any written consent required under the Ground Lease to allow Tower Operator to permit such installation or modification, (B) AT&T T-Mobile Collocator has submitted to Tower Operator and Tower Operator has approved AT&T T-Mobile Collocator’s 's application for such installation or modification (such approval not to be unreasonably withheld, conditioned or delayed) (a “Site Engineering Application”); (C) Tower Operator has received and approved AT&T T-Mobile Collocator’s 's drawings showing the installation or modification of the AT&T T-Mobile Communications Equipment (such approval not to be unreasonably withheld, conditioned or delayed)Equipment; (D) Tower Operator has reviewed and accepted, acting reasonably, accepted all permits required to be obtained by AT&T T-Mobile Collocator for its installation or Modification of the AT&T T-Mobile Communications Equipment and all required regulatory or Governmental Approvals governmental approvals of AT&T T-Mobile Collocator’s 's proposed installation or modification at the Site; (E) Tower Operator has received a waiver of any applicable rights of first refusal in and to the space in which any new equipment shall be located as identified by AT&T T-Mobile Collocator in the Site Engineering Application; (F) any Site Application Fee, Application Revision Fee, Inspection Fee for Third Party Work, Regulatory Fees, Structural Analysis Fee, Intermodulation Study Fee and fee for AM Detuning Study and any other applicable fees relating to the application and amendment process have been paid by AT&T Collocator (such fees shall be determined from time to time in accordance with the Tower Operator's current business practices and pricing existing at such time between the Parties or their Affiliates; and prevailing rates), (G) a Site Lease Agreement and an amendment to the Site Lease Agreement have been executed by AT&T Collocator executed; and (H) Tower Operator has issued a notice to proceed with the proposed installation or modification; provided, however, provided that if the conditions precedent listed in clauses (A) through (GH) of this sentence are satisfied or determined not to be applicable, then Tower Operator’s 's approval of the subject Site Engineering Application to install AT&T T-Mobile Communications Equipment that is within the AT&T T-Mobile Reserved Amount of Tower Equipment shall not be unreasonably withheld, conditioned or delayed; provided, further, that the requirement that Tower Operator be obligated to expend funds in connection with such proposed installation or modification pursuant to the terms of Section 6(a)(ii)(A) of this Agreement shall not be a reasonable basis for the withholding of its consent. Tower Operator shall evaluate and respond to submissions by AT&T Collocator in a commercially reasonable time period substantially similar to the time period in which it responds to application requests by other subtenants within its portfolio of telecommunications tower sites; provided, however, that if If any applicable condition precedent described above is not satisfied within 180 days of the date of the execution by AT&T Collocator of the amendment of the subject Site Lease Agreement or within such other period as may be specified in the subject amendment of the Site Lease Agreement, Tower Operator and AT&T T-Mobile Collocator shall each have the right to terminate the subject amendment of the subject Site Lease Agreement (unless the condition precedent is not met because of the actions or omissions of the terminating party, in which case such party shall not have such termination right unless the failure to terminate would cause a violation of Law or breach of the Ground Lease or any other contract or agreement)Agreement. The terminating party shall provide notice to the other party in the event that the amendment of the subject Site Lease Agreement is terminated due to failure to satisfy conditions precedent. Tower Operator shall endeavor to obtain, and AT&T T-Mobile Collocator shall cooperate to assist in obtaining, prompt satisfaction of any conditions precedent. (ii) AT&T T-Mobile Collocator must provide Tower Operator with copies of any zoning application or amendment that AT&T T-Mobile Collocator submits to the applicable zoning authority in relation to its installation or modification of Equipment at a Site at least 72 hours prior to submission to the applicable zoning authority. Tower Operator also reserves the right, prior to any decision by the applicable zoning authority, to approve or reject any conditions of approval, limitations or other obligations that would apply to the owner of the Site or property, or any existing or future Tower SubtenantTenant, as a condition of such zoning authority’s 's approval and that would be reasonably likely to or could reduce the duration of the use of the subject Site or the operations thereon or materially decrease the value of the Site or its use or impair or impede Tower Operator’s 's or the Tower Subtenants’ Tenants' operations at the Site, or create a material risk of regulatory violations; provided, however, that Tower Operator shall not unreasonably reject any conditions of approval if none of the foregoing factors are present in Tower Operator’s 's judgment and AT&T T-Mobile Collocator agrees to pay the cost of satisfying such conditions of approval. AT&T T-Mobile Collocator shall be solely responsible for all costs and expenses associated with (i) any zoning application or amendment submitted by AT&T T-Mobile Collocator, (ii) making any improvements or performing any other obligations required as a condition of approval with respect to same and (iii) any other related expenses.

Application and Amendment Process. (i) AT&T AWN Collocator’s rights to install and operate any AT&T AWN Communications Equipment and AWN Improvements at a Site in addition to or in replacement of the AT&T AWN Communications Equipment and AWN Improvements existing at the Site as of the Effective Date (other than an installation pursuant to Section 10(b)) or to obtain any Additional Ground Space in accordance with Section 9(c) shall not become effective, and installation of such additional AT&T AWN Communications Equipment Equipment, AWN Improvements or modification of the existing AT&T AWN Communications Equipment or AWN Improvements at a Site (other than an installation or modification pursuant to Section 10(b)) or addition of the Additional Ground Space shall not commence, until the following conditions are satisfied: : (Ai) Tower Operator has received any written consent required under the Ground Site Lease to allow Tower Operator to permit such installation or modification, modification or the use of the Additional Equipment and/or the lease and use of Additional Ground Space; (Bii) AT&T AWN Collocator has submitted to Tower Operator and Tower Operator has approved AT&T AWN Collocator’s application for such installation or modification (such a “Site Engineering Application”), which approval shall not to be unreasonably withheld, conditioned or delayed) ; (a “Site Engineering Application”); (Ciii) Tower Operator has received and approved AT&T AWN Collocator’s drawings showing the installation or modification of the AT&T AWN Communications Equipment and AWN Improvements; (such approval not to be unreasonably withheld, conditioned or delayed); (Div) Tower Operator has reviewed and accepted, acting reasonably, accepted all permits required to be obtained by AT&T AWN Collocator for its installation or Modification modification of the AT&T AWN Communications Equipment and AWN Improvements and all required regulatory or Governmental Approvals of AT&T AWN Collocator’s proposed installation or modification at the Site; ; (Ev) Tower Operator has received a waiver of any applicable rights of first refusal in and to the space in which any new equipment shall be located as identified by AT&T Collocator in the Site Engineering Application; (F) any applicable fees relating to the application and amendment process have been paid by AT&T Collocator in accordance with the practices and pricing existing at such time between the Parties or their Affiliates; and (G) a Site Lease Agreement an SLA and an amendment to the Site Lease Agreement SLA have been executed by AT&T Collocator and executed; (vi) Tower Operator has issued a notice to proceed with the proposed installation or modification; providedapproved AWN Collocator’s selected vendor, however, that if the conditions precedent listed in clauses (A) through (G) of this sentence are satisfied or determined not to be applicable, then Tower Operator’s which approval of the subject Site Engineering Application to install AT&T Communications Equipment that is within the AT&T Reserved Amount of Tower Equipment shall not be unreasonably withheld, conditioned or delayed, or AWN Collocator’s selected vendor is on the Approved Vendors List; provided, further, that the requirement that and (vii) Tower Operator be obligated has issued a Notice to expend funds in connection Proceed pursuant to Section 10(a) with such respect to the proposed installation or modification pursuant to the terms modification. The Parties acknowledge that Tower Operator’s withholding of Section 6(a)(ii)(A) of this Agreement approval for a proposed vendor shall not be deemed unreasonably withheld to the extent Tower Operator responds in writing to AWN Collocator and identifies a reasonable basis for the withholding of its consentsafety concern relating to such proposed vendor. Tower Operator shall evaluate and respond to submissions by AT&T Collocator in a commercially reasonable time period substantially similar to the time period in which it responds to application requests by other subtenants within its portfolio of telecommunications tower sites; provided, however, that if If any applicable condition precedent described above is not satisfied within 180 one hundred eighty (180) days of the date of the execution by AT&T Collocator of the amendment of the subject Site Lease Agreement SLA or within such other period as may be specified in the subject amendment of the Site Lease AgreementSLA, Tower Operator and AT&T AWN Collocator shall each have the right to terminate the subject amendment of the subject Site Lease Agreement (unless the condition precedent is not met because of the actions or omissions of the terminating party, in which case such party shall not have such termination right unless the failure to terminate would cause a violation of Law or breach of the Ground Lease or any other contract or agreement). The terminating party shall provide notice to the other party in the event that the amendment of the subject Site Lease Agreement is terminated due to failure to satisfy conditions precedent. Tower Operator shall endeavor to obtain, and AT&T Collocator shall cooperate to assist in obtaining, prompt satisfaction of any conditions precedent. (ii) AT&T Collocator must provide Tower Operator with copies of any zoning application or amendment that AT&T Collocator submits to the applicable zoning authority in relation to its installation or modification of Equipment at a Site at least 72 hours prior to submission to the applicable zoning authority. Tower Operator also reserves the right, prior to any decision by the applicable zoning authority, to approve or reject any conditions of approval, limitations or other obligations that would apply to the owner of the Site or property, or any existing or future Tower Subtenant, as a condition of such zoning authority’s approval and that would be reasonably likely to reduce the duration of the use of the subject Site or the operations thereon or materially decrease the value of the Site or its use or impair or impede Tower Operator’s or the Tower Subtenants’ operations at the Site, or create a material risk of regulatory violations; provided, however, that Tower Operator shall not unreasonably reject any conditions of approval if none of the foregoing factors are present in Tower Operator’s judgment and AT&T Collocator agrees to pay the cost of satisfying such conditions of approval. AT&T Collocator shall be solely responsible for all costs and expenses associated with (i) any zoning application or amendment submitted by AT&T Collocator, (ii) making any improvements or performing any other obligations required as a condition of approval with respect to same and (iii) any other related expenses.20160526v2

Application and Amendment Process. (i) AT&T T-Mobile Collocator’s 's rights to install and operate any AT&T T-Mobile Communications Equipment at a Site in addition to or in replacement of the AT&T T-Mobile Communications Equipment existing at the Site as of the Effective Date shall not become effective, and installation of such additional AT&T T-Mobile Communications Equipment or modification of the existing AT&T T-Mobile Communications Equipment at a Site shall not commence, until the following conditions are satisfied: (A) Tower Operator has received any written consent required under the Ground Lease to allow Tower Operator to permit such installation or modification, (B) AT&T T-Mobile Collocator has submitted to Tower Operator and Tower Operator has approved AT&T T-Mobile Collocator’s 's application for such installation or modification (such approval not to be unreasonably withheld, conditioned or delayed) (a “Site Engineering Application”); (C) Tower Operator has received and approved AT&T T-Mobile Collocator’s 's drawings showing the installation or modification of the AT&T T-Mobile Communications Equipment (such approval not to be unreasonably withheld, conditioned or delayed)Equipment; (D) Tower Operator has reviewed and accepted, acting reasonably, accepted all permits required to be obtained by AT&T T-Mobile Collocator for its installation or Modification of the AT&T T-Mobile Communications Equipment and all required regulatory or Governmental Approvals governmental approvals of AT&T T-Mobile Collocator’s 's proposed installation or modification at the Site; (E) Tower Operator has received a waiver of any applicable rights of first refusal in and to the space in which any new equipment shall be located as identified by AT&T T-Mobile Collocator in the Site Engineering Application; (F) any Site Application Fee, Application Revision Fee, Inspection Fee for Third Party Work, Regulatory Fees, Structural Analysis Fee, Intermodulation Study Fee and fee for AM Detuning Study and any other applicable fees relating to the application and amendment process have been paid by AT&T Collocator (such fees shall be determined from time to time in accordance with the Tower Operator's current business practices and pricing existing at such time between the Parties or their Affiliates; and prevailing rates), (G) a Site Lease Agreement and an amendment to the Site Lease Agreement have been executed by AT&T Collocator executed; and (H) Tower Operator has issued a notice to proceed with the proposed installation or modification; provided, however, provided that if the conditions precedent listed in clauses (A) through (GH) of this sentence are satisfied or determined not to be applicable, then Tower Operator’s 's approval of the subject Site Engineering Application to install AT&T T-Mobile Communications Equipment that is within the AT&T T-Mobile Reserved Amount of Tower Equipment shall not be unreasonably withheld, conditioned or delayed; provided, further, that the requirement that Tower Operator be obligated to expend funds in connection with such proposed installation or modification pursuant to the terms of Section 6(a)(ii)(A) of this Agreement shall not be a reasonable basis for the withholding of its consent. Tower Operator shall evaluate and respond to submissions by AT&T Collocator in a commercially reasonable time period substantially similar to the time period in which it responds to application requests by other subtenants within its portfolio of telecommunications tower sites; provided, however, that if If any applicable condition precedent described above is not satisfied within 180 days of the date of the execution by AT&T Collocator of the amendment of the subject Site Lease Agreement or within such other period as may be specified in the subject amendment of the Site Lease Agreement, Tower Operator and AT&T T-Mobile Collocator shall each have the right to terminate the subject amendment of the subject Site Lease Agreement (unless the condition precedent is not met because of the actions or omissions of the terminating party, in which case such party shall not have such termination right unless the failure to terminate would cause a violation of Law or breach of the Ground Lease or any other contract or agreement)Agreement. The terminating party shall provide notice to the other party in the event that the amendment of the subject Site Lease Agreement is terminated due to failure to satisfy conditions precedent. Tower Operator shall endeavor to obtain, and AT&T T-Mobile Collocator shall cooperate to assist in obtaining, prompt satisfaction of any conditions precedent. . (ii) AT&T ii)T-Mobile Collocator must provide Tower Operator with copies of any zoning application or amendment that AT&T T-Mobile Collocator submits to the applicable zoning authority in relation to its installation or modification of Equipment at a Site at least 72 hours prior to submission to the applicable zoning authority. Tower Operator also reserves the right, prior to any decision by the applicable zoning authority, to approve or reject any conditions of approval, limitations or other obligations that would apply to the owner of the Site or property, or any existing or future Tower SubtenantTenant, as a condition of such zoning authority’s 's approval and that would be reasonably likely to or could reduce the duration of the use of the subject Site or the operations thereon or materially decrease the value of the Site or its use or impair or impede Tower Operator’s 's or the Tower Subtenants’ Tenants' operations at the Site, or 24 create a material risk of regulatory violations; provided, however, that Tower Operator shall not unreasonably reject any conditions of approval if none of the foregoing factors are present in Tower Operator’s 's judgment and AT&T T-Mobile Collocator agrees to pay the cost of satisfying such conditions of approval. AT&T T-Mobile Collocator shall be solely responsible for all costs and expenses associated with (i) any zoning application or amendment submitted by AT&T T-Mobile Collocator, (ii) making any improvements or performing any other obligations required as a condition of approval with respect to same and (iii) any other related expenses.

Application and Amendment Process. (i) AT&T T-Mobile Collocator’s rights to install and operate any AT&T T-Mobile Communications Equipment at a Site in addition to or in replacement of the AT&T T-Mobile Communications Equipment existing at the Site as of the Effective Date shall not become effective, and installation of such additional AT&T T-Mobile Communications Equipment or modification of the existing AT&T T-Mobile Communications Equipment at a Site shall not commence, until the following conditions are satisfied: (A) Tower Operator has received any written consent required under the Ground Lease to allow Tower Operator to permit such installation or modification, (B) AT&T T-Mobile Collocator has submitted to Tower Operator and Tower Operator has approved AT&T T-Mobile Collocator’s application for such installation or modification (such approval not to be unreasonably withheld, conditioned or delayed) (a “Site Engineering Application”); (C) Tower Operator has received and approved AT&T T-Mobile Collocator’s drawings showing the installation or modification of the AT&T T-Mobile Communications Equipment (such approval not to be unreasonably withheld, conditioned or delayed)Equipment; (D) Tower Operator has reviewed and accepted, acting reasonably, accepted all permits required to be obtained by AT&T T-Mobile Collocator for its installation or Modification of the AT&T T-Mobile Communications Equipment and all required regulatory or Governmental Approvals governmental approvals of AT&T T-Mobile Collocator’s proposed installation or modification at the Site; (E) Tower Operator has received a waiver of any applicable rights of first refusal in and to the space in which any new equipment shall be located as identified by AT&T T-Mobile Collocator in the Site Engineering Application; (F) any Site Application Fee, Application Revision Fee, Inspection Fee for Third Party Work, Regulatory Fees, Structural Analysis Fee, Intermodulation Study Fee and fee for AM Detuning Study and any other applicable fees relating to the application and amendment process have been paid by AT&T Collocator (such fees shall be determined from time to time in accordance with the Tower Operator’s current business practices and pricing existing at such time between the Parties or their Affiliates; and prevailing rates), (G) a Site Lease Agreement and an amendment to the Site Lease Agreement have been executed by AT&T Collocator executed; and (H) Tower Operator has issued a notice to proceed with the proposed installation or modification; provided, however, provided that if the conditions precedent listed in clauses (A) through (GH) of this sentence are satisfied or determined not to be applicable, then Tower Operator’s approval of the subject Site Engineering Application to install AT&T T-Mobile Communications Equipment that is within the AT&T T-Mobile Reserved Amount of Tower Equipment shall not be unreasonably withheld, conditioned or delayed; provided, further, that the requirement that Tower Operator be obligated to expend funds in connection with such proposed installation or modification pursuant to the terms of Section 6(a)(ii)(A) of this Agreement shall not be a reasonable basis for the withholding of its consent. Tower Operator shall evaluate and respond to submissions by AT&T Collocator in a commercially reasonable time period substantially similar to the time period in which it responds to application requests by other subtenants within its portfolio of telecommunications tower sites; provided, however, that if If any applicable condition precedent described above is not satisfied within 180 days of the date of the execution by AT&T Collocator of the amendment of the subject Site Lease Agreement or within such other period as may be specified in the subject amendment of the Site Lease Agreement, Tower Operator and AT&T T-Mobile Collocator shall each have the right to terminate the subject amendment of the subject Site Lease Agreement (unless the condition precedent is not met because of the actions or omissions of the terminating party, in which case such party shall not have such termination right unless the failure to terminate would cause a violation of Law or breach of the Ground Lease or any other contract or agreement)Agreement. The terminating party shall provide notice to the other party in the event that the amendment of the subject Site Lease Agreement is terminated due to failure to satisfy conditions precedent. Tower Operator shall endeavor to obtain, and AT&T T-Mobile Collocator shall cooperate to assist in obtaining, prompt satisfaction of any conditions precedent. (ii) AT&T T-Mobile Collocator must provide Tower Operator with copies of any zoning application or amendment that AT&T T-Mobile Collocator submits to the applicable zoning authority in relation to its installation or modification of Equipment at a Site at least 72 hours prior to submission to the applicable zoning authority. Tower Operator also reserves the right, prior to any decision by the applicable zoning authority, to approve or reject any conditions of approval, limitations or other obligations that would apply to the owner of the Site or property, or any existing or future Tower SubtenantTenant, as a condition of such zoning authority’s approval and that would be reasonably likely to or could reduce the duration of the use of the subject Site or the operations thereon or materially decrease the value of the Site or its use or impair or impede Tower Operator’s or the Tower SubtenantsTenants’ operations at the Site, or create a material risk of regulatory violations; provided, however, that Tower Operator shall not unreasonably reject any conditions of approval if none of the foregoing factors are present in Tower Operator’s judgment and AT&T T-Mobile Collocator agrees to pay the cost of satisfying such conditions of approval. AT&T T-Mobile Collocator shall be solely responsible for all costs and expenses associated with (i) any zoning application or amendment submitted by AT&T T-Mobile Collocator, (ii) making any improvements or performing any other obligations required as a condition of approval with respect to same and (iii) any other related expenses.

Application and Amendment Process. (i) AT&T T-Mobile Collocator’s 's rights to install and operate any AT&T T-Mobile Communications Equipment at a Site in addition to or in replacement of the AT&T T-Mobile Communications Equipment existing at the Site as of the Effective Date shall not become effective, and installation of such additional AT&T T-Mobile Communications Equipment or modification of the existing AT&T T-Mobile Communications Equipment at a Site shall not commence, until the following conditions are satisfied: (A) Tower Operator has received any written consent required under the Ground Lease to allow Tower Operator to permit such installation or modification, (B) AT&T T-Mobile Collocator has submitted to Tower Operator and Tower Operator has approved AT&T T-Mobile Collocator’s 's application for such installation or modification (such approval not to be unreasonably withheld, conditioned or delayed) (a “Site Engineering Application”); (C) Tower Operator has received and approved AT&T T-Mobile Collocator’s 's drawings showing the installation or modification of the AT&T T-Mobile Communications Equipment (such approval not to be unreasonably withheld, conditioned or delayed)Equipment; (D) Tower Operator has reviewed and accepted, acting reasonably, accepted all permits required to be obtained by AT&T T-Mobile Collocator for its installation or Modification of the AT&T T-Mobile Communications Equipment and all required regulatory or Governmental Approvals governmental approvals of AT&T T-Mobile Collocator’s 's proposed installation or modification at the Site; (E) Tower Operator has received a waiver of any applicable rights of first refusal in and to the space in which any new equipment shall be located as identified by AT&T T-Mobile Collocator in the Site Engineering Application; (F) any Site Application Fee, Application Revision Fee, Inspection Fee for Third Party Work, Regulatory Fees, Structural Analysis Fee, Intermodulation Study Fee and fee for AM Detuning Study and any other applicable fees relating to the application and amendment process have been paid by AT&T Collocator (such fees shall be determined from time to time in accordance with the Tower Operator's current business practices and pricing existing at such time between the Parties or their Affiliates; and prevailing rates), (G) a Site Lease Agreement and an amendment to the Site Lease Agreement have been executed by AT&T Collocator executed; and (H) Tower Operator has issued a notice to proceed with the proposed installation or modification; provided, however, provided that if the conditions precedent listed in clauses (A) through (GH) of this sentence are satisfied or determined 28 not to be applicable, then Tower Operator’s 's approval of the subject Site Engineering Application to install AT&T T-Mobile Communications Equipment that is within the AT&T T-Mobile Reserved Amount of Tower Equipment shall not be unreasonably withheld, conditioned or delayed; provided, further, that the requirement that Tower Operator be obligated to expend funds in connection with such proposed installation or modification pursuant to the terms of Section 6(a)(ii)(A) of this Agreement shall not be a reasonable basis for the withholding of its consent. Tower Operator shall evaluate and respond to submissions by AT&T Collocator in a commercially reasonable time period substantially similar to the time period in which it responds to application requests by other subtenants within its portfolio of telecommunications tower sites; provided, however, that if If any applicable condition precedent described above is not satisfied within 180 days of the date of the execution by AT&T Collocator of the amendment of the subject Site Lease Agreement or within such other period as may be specified in the subject amendment of the Site Lease Agreement, Tower Operator and AT&T T-Mobile Collocator shall each have the right to terminate the subject amendment of the subject Site Lease Agreement (unless the condition precedent is not met because of the actions or omissions of the terminating party, in which case such party shall not have such termination right unless the failure to terminate would cause a violation of Law or breach of the Ground Lease or any other contract or agreement)Agreement. The terminating party shall provide notice to the other party in the event that the amendment of the subject Site Lease Agreement is terminated due to failure to satisfy conditions precedent. Tower Operator shall endeavor to obtain, and AT&T T-Mobile Collocator shall cooperate to assist in obtaining, prompt satisfaction of any conditions precedent. . (ii) AT&T ii)T-Mobile Collocator must provide Tower Operator with copies of any zoning application or amendment that AT&T T-Mobile Collocator submits to the applicable zoning authority in relation to its installation or modification of Equipment at a Site at least 72 hours prior to submission to the applicable zoning authority. Tower Operator also reserves the right, prior to any decision by the applicable zoning authority, to approve or reject any conditions of approval, limitations or other obligations that would apply to the owner of the Site or property, or any existing or future Tower Subtenant, as a condition of such zoning authority’s 's approval and that would be reasonably likely to or could reduce the duration of the use of the subject Site or the operations thereon or materially decrease the value of the Site or its use or impair or impede Tower Operator’s 's or the Tower Subtenants’ ' operations at the Site, or create a material risk of regulatory violations; provided, however, that Tower Operator shall not unreasonably reject any conditions of approval if none of the foregoing factors are present in Tower Operator’s 's judgment and AT&T T-Mobile Collocator agrees to pay the cost of satisfying such conditions of approval. AT&T T-Mobile Collocator shall be solely responsible for all costs and expenses associated with (i) any zoning application or amendment submitted by AT&T T-Mobile Collocator, (ii) making any improvements or performing any other obligations required as a condition of approval with respect to same and (iii) any other related expenses.

Application and Amendment Process. (i) AT&T T-Mobile Collocator’s 's rights to install and operate any AT&T T-Mobile Communications Equipment at a Site in addition to or in replacement of the AT&T T-Mobile Communications Equipment existing at the Site as of the Effective Date shall not become effective, and installation of such additional AT&T T-Mobile Communications Equipment or modification of the existing AT&T T-Mobile Communications Equipment at a Site shall not commence, until the following conditions are satisfied: (A) Tower Operator has received any written consent required under the Ground Lease to allow Tower Operator to permit such installation or modification, (B) AT&T T-Mobile Collocator has submitted to Tower Operator and Tower Operator has approved AT&T T-Mobile Collocator’s 's application for such installation or modification (such approval not to be unreasonably withheld, conditioned or delayed) (a “"Site Engineering Application”"); (C) Tower Operator has received and approved AT&T T-Mobile Collocator’s 's drawings showing the installation or modification of the AT&T T-Mobile Communications Equipment (such approval not to be unreasonably withheld, conditioned or delayed)Equipment; (D) Tower Operator has reviewed and accepted, acting reasonably, accepted all permits required to be obtained by AT&T T-Mobile Collocator for its installation or Modification of the AT&T T-Mobile Communications Equipment and all required regulatory or Governmental Approvals governmental approvals of AT&T T-Mobile Collocator’s 's proposed installation or modification at the Site; (E) Tower Operator has received a waiver of any applicable rights of first refusal in and to the space in which any new equipment shall be located as identified by AT&T T-Mobile Collocator in the Site Engineering Application; (F) any Site Application Fee, Application Revision Fee, Inspection Fee for Third Party Work, Regulatory Fees, Structural Analysis Fee, Intermodulation Study Fee and fee for AM Detuning Study and any other applicable fees relating to the application and amendment process have been paid by AT&T Collocator (such fees shall be determined from time to time in accordance with the Tower Operator's current business practices and pricing existing at such time between the Parties or their Affiliates; and prevailing rates), (G) a Site Lease Agreement and an amendment to the Site Lease Agreement have been executed by AT&T Collocator executed; and (H) Tower Operator has issued a notice to proceed with the proposed installation or modification; provided, however, provided that if the conditions precedent listed in clauses (A) through (GH) of this sentence are satisfied or determined not to be applicable, then Tower Operator’s 's approval of the subject Site Engineering Application to install AT&T T-Mobile Communications Equipment that is within the AT&T T-Mobile Reserved Amount of Tower Equipment shall not be unreasonably withheld, conditioned or delayed; provided, further, that the requirement that Tower Operator be obligated to expend funds in connection with such proposed installation or modification pursuant to the terms of Section 6(a)(ii)(A) of this Agreement shall not be a reasonable basis for the withholding of its consent. Tower Operator shall evaluate and respond to submissions by AT&T Collocator in a commercially reasonable time period substantially similar to the time period in which it responds to application requests by other subtenants within its portfolio of telecommunications tower sites; provided, however, that if If any applicable condition precedent described above is not satisfied within 180 days of the date of the execution by AT&T Collocator of the amendment of the subject Site Lease Agreement or within such other period as may be specified in the subject amendment of the Site Lease Agreement, Tower Operator and AT&T T-Mobile Collocator shall each have the right to terminate the subject amendment of the subject Site Lease Agreement (unless the condition precedent is not met because of the actions or omissions of the terminating party, in which case such party shall not have such termination right unless the failure to terminate would cause a violation of Law or breach of the Ground Lease or any other contract or agreement)Agreement. The terminating party shall provide notice to the other party in the event that the amendment of the subject Site Lease Agreement is terminated due to failure to satisfy conditions precedent. Tower Operator shall endeavor to obtain, and AT&T T-Mobile Collocator shall cooperate to assist in obtaining, prompt satisfaction of any conditions precedent. (ii) AT&T T-Mobile Collocator must provide Tower Operator with copies of any zoning application or amendment that AT&T T-Mobile Collocator submits to the applicable zoning authority in relation to its installation or modification of Equipment at a Site at least 72 hours prior to submission to the applicable zoning authority. Tower Operator also reserves the right, prior to any decision by the applicable zoning authority, to approve or reject any conditions of approval, limitations or other obligations that would apply to the owner of the Site or property, or any existing or future Tower Subtenant, as a condition of such zoning authority’s 's approval and that would be reasonably likely to or could reduce the duration of the use of the subject Site or the operations thereon or materially decrease the value of the Site or its use or impair or impede Tower Operator’s 's or the Tower Subtenants’ ' operations at the Site, or create a material risk of regulatory violations; provided, however, that Tower Operator shall not unreasonably reject any conditions of approval if none of the foregoing factors are present in Tower Operator’s 's judgment and AT&T T-Mobile Collocator agrees to pay the cost of satisfying such conditions of approval. AT&T T-Mobile Collocator shall be solely responsible for all costs and expenses associated with (i) any zoning application or amendment submitted by AT&T T-Mobile Collocator, (ii) making any improvements or performing any other obligations required as a condition of approval with respect to same and (iii) any other related expenses.

Application and Amendment Process. (iExcept as otherwise provided in Section 10(b)(i) AT&T below, NT Collocator’s rights to install and operate any AT&T NT Communications Equipment at a Site in addition to or in replacement of the AT&T NT Communications Equipment existing at the Site as of the Effective Date shall not become effective, and installation of such additional AT&T NT Communications Equipment or modification of the existing AT&T NT Communications Equipment at a Site shall not commence, until the following conditions are satisfied: : (Ai) Tower Operator Owner has received any written consent required under the Ground Site Lease to allow Tower Operator Owner to permit such installation or modification, ; (Bii) AT&T NT Collocator has submitted to Tower Operator Owner and Tower Operator Owner has approved AT&T NT Collocator’s application for such installation or modification (such a “Site Engineering Application”), which approval shall not to be unreasonably withheld, conditioned or delayed) ; (a “Site Engineering Application”); (Ciii) Tower Operator Owner has received and approved AT&T NT Collocator’s drawings showing the installation or modification of the AT&T NT Communications Equipment (such Equipment, which approval shall not to be unreasonably withheld, conditioned or delayed); ; (Div) Tower Operator Owner has received a structural report obtained by NT Collocator at NT Collocator’s cost; (v) Tower Owner has reviewed and accepted, acting reasonably, approved all permits required to be obtained by AT&T NT Collocator for its installation or Modification modification of the AT&T NT Communications Equipment and all required regulatory or Governmental Approvals of AT&T NT Collocator’s proposed installation or modification at the Site; (E) Tower Operator has received a waiver of any applicable rights of first refusal in and to the space in , which any new equipment shall be located as identified by AT&T Collocator in the Site Engineering Application; (F) any applicable fees relating to the application and amendment process have been paid by AT&T Collocator in accordance with the practices and pricing existing at such time between the Parties or their Affiliates; and (G) a Site Lease Agreement and an amendment to the Site Lease Agreement have been executed by AT&T Collocator and Tower Operator has issued a notice to proceed with the proposed installation or modification; provided, however, that if the conditions precedent listed in clauses (A) through (G) of this sentence are satisfied or determined not to be applicable, then Tower Operator’s approval of the subject Site Engineering Application to install AT&T Communications Equipment that is within the AT&T Reserved Amount of Tower Equipment shall not be unreasonably withheld, conditioned or delayed; (vi) an amendment to the SLA has been executed to set forth the conditions of the installation or modification of the NT Communications Equipment; provided, further, that and (vii) Tower Owner has issued a Notice to Proceed pursuant to Section 10(a) with respect to the requirement that Tower Operator be obligated to expend funds in connection with such proposed installation or modification pursuant to the terms of Section 6(a)(ii)(A) of this Agreement modification, which issuance shall not be a reasonable basis for the withholding of its consentunreasonably withheld, conditioned or delayed. Tower Operator shall evaluate and respond to submissions by AT&T Collocator in a commercially reasonable time period substantially similar to the time period in which it responds to application requests by other subtenants within its portfolio of telecommunications tower sites; provided, however, that if If any applicable condition precedent described set forth above is not satisfied within 180 one hundred eighty (180) days of the date of the execution by AT&T Collocator approval of the amendment of the subject Site Lease Agreement Engineering Application or within such other period as may be specified in the subject amendment of the Site Lease AgreementSLA, Tower Operator Owner and AT&T NT Collocator shall each have the right to terminate the subject amendment of the subject Site Lease Agreement (unless the condition precedent is not met because of the actions or omissions of the terminating party, in which case such party shall not have such termination right unless the failure to terminate would cause a violation of Law or breach of the Ground Lease or any other contract or agreement)SLA. The terminating party shall provide written notice to the other party in the event that the amendment of the subject Site Lease Agreement SLA is terminated due to failure to satisfy conditions precedentthe above conditions. Tower Operator shall endeavor to obtain, Owner and AT&T NT Collocator shall cooperate to assist in obtainingobtain, prompt satisfaction of any conditions precedent. (ii) AT&T Collocator must provide Tower Operator with copies of any zoning application or amendment that AT&T Collocator submits to the applicable zoning authority in relation to its installation or modification of Equipment at a Site at least 72 hours prior to submission to the applicable zoning authority. Tower Operator also reserves the right, prior to any decision by the applicable zoning authority, to approve or reject any conditions of approval, limitations or other obligations that would apply to the owner of the Site or property, or any existing or future Tower Subtenant, as a condition of such zoning authority’s approval and that would be reasonably likely to reduce the duration of the use of the subject Site or the operations thereon or materially decrease the value of the Site or its use or impair or impede Tower Operator’s or the Tower Subtenants’ operations at the Site, or create a material risk of regulatory violations; provided, however, that Tower Operator shall not unreasonably reject any conditions of approval if none of the foregoing factors are present in Tower Operator’s judgment and AT&T Collocator agrees to pay the cost of satisfying such conditions of approval. AT&T Collocator shall be solely responsible for all costs and expenses associated with (i) any zoning application or amendment submitted by AT&T Collocator, (ii) making any improvements or performing any other obligations required as a condition of approval with respect to same and (iii) any other related expensesabove conditions.