Common use of Assignment, Restoration and Removal Clause in Contracts

Assignment, Restoration and Removal. (i) Upon the expiration or earlier termination of the Term as to any Site due to expiration or termination of any Ground Lease, the applicable AT&T Lessor or AT&T Ground Lease Party shall transfer such Site to Tower Operator in accordance with and as described in Section 20(c), subject to the applicable AT&T Lessor’s or AT&T Ground Lease Party’s receipt of any consent required for such assignment (which such AT&T Lessor or AT&T Ground Lease Party shall use commercially reasonable efforts to obtain), whereupon the applicable AT&T Lessor or AT&T Ground Lease Party shall be released from any and all further obligations under such Ground Lease and under this Agreement in respect of such Site (including, without limitation, Section 20), and Tower Operator hereby acknowledges and consents to such release. Notwithstanding the foregoing or any provision herein to the contrary, the applicable AT&T Lessor or AT&T Ground Lease Party shall remove any ground-based electronics, batteries, fuel tanks and Hazardous Materials from each Site that were introduced or employed by AT&T Collocator or another AT&T Group Member or under any of their supervision or direction by or before the expiration or earlier termination of the Term as to any Site due to expiration or termination of any Ground Lease. (ii) If the applicable AT&T Lessor or AT&T Ground Lease Party cannot assign its ownership interest in a Site to Tower Operator in accordance with Section 9(b)(i), then upon the expiration or earlier termination of the Term as to any Site, and if required by the applicable Ground Lease or otherwise reasonably necessary to prevent liability of the applicable AT&T Lessor or AT&T Ground Lease Party to the Ground Lessor or any Governmental Authority, Tower Operator, if requested by the applicable AT&T Lessor or AT&T Ground Lease Party, shall, in accordance with instructions of such AT&T Lessor or AT&T Ground Lease Party, within a reasonable period of time, but in no event less than the period of time as may be required under any applicable Ground Lease, (A) cause the Tower Subtenants on such Site to stop and cease the operation of their respective Communications Equipment on such Site (unless prohibited by a Tower Subtenant’s Collocation Agreement entered into before the Effective Date and not amended or modified by or its term extended by Tower Operator after the Effective Date) and (B) remove the Tower and any Improvements (whether or not constituting Severable Modifications) other than AT&T Improvements from such Site and otherwise restore such Site to the condition required under the applicable Ground Lease or applicable Law. (iii) The Tower and any Improvements so removed (to the extent not constituting Severable Modifications of Tower Operator) shall either be (A) delivered by Tower Operator to any Person designated by the applicable AT&T Lessor or AT&T Ground Lease Party for disposition by such AT&T Lessor or AT&T Ground Lease Party or its designee, who shall reimburse Tower Operator for its cost of removal thereof, in an amount not to exceed the net sales proceeds such Person receives from the dispositions thereof, if any, or (B) sold or otherwise disposed of by Tower Operator, and the net proceeds of such sale or other disposition after deducting Tower Operator’s cost of removal thereof shall be paid to the applicable AT&T Lessor or AT&T Ground Lease Party when and as received by Tower Operator. (iv) Any Severable Modifications not removed by Tower Operator within such 30-day period shall, at the applicable AT&T Lessor’s or AT&T Ground Lease Party’s option, be deemed abandoned by Tower Operator and title to such Severable Modifications shall automatically, without further action, vest in such AT&T Lessor or AT&T Ground Lease Party; provided, however, that Tower Operator shall remain liable for the costs of removal of such Severable Modifications.

Assignment, Restoration and Removal. (i) Upon the expiration or earlier termination of the Term as to any Site due to expiration Tower Operator exercising its purchase option (or termination of any Ground Leasebeing deemed to have exercised its purchase option pursuant to Section 20(l) for such Site), the applicable AT&T Verizon Lessor or AT&T Verizon Ground Lease Party shall transfer such Site to Tower Operator in accordance with and as described in Section 20(c), subject to the applicable AT&T Verizon Lessor’s or AT&T Verizon Ground Lease Party’s receipt of any consent required for such assignment (which such AT&T Verizon Lessor or AT&T Verizon Ground Lease Party shall use commercially reasonable efforts to obtain), whereupon the applicable AT&T Verizon Lessor or AT&T Verizon Ground Lease Party shall be released from any and all further obligations under such Ground Lease and under this Agreement in respect of such Site (including, without limitation, Section 20), and Tower Operator hereby acknowledges and consents to such release. Notwithstanding the foregoing or any provision herein to the contrary, the applicable AT&T Verizon Lessor or AT&T Verizon Ground Lease Party shall remove any ground-based electronics, batteries, fuel tanks and Hazardous Materials from each Site that were introduced or employed by AT&T Verizon Collocator or another AT&T Verizon Group Member or under any of their supervision or direction by or before the expiration or earlier termination of the Term as to any Site due to expiration or termination of any Ground Lease. (ii) If the applicable AT&T Lessor or AT&T Ground Lease Party cannot assign its ownership interest in a Site to Tower Operator in accordance with Section 9(b)(i), then upon Upon the expiration or earlier termination of the Term as to any Site, and if required by the applicable Ground Lease or otherwise reasonably necessary to prevent liability of the applicable AT&T Lessor or AT&T Ground Lease Party to the Ground Lessor or any Governmental Authority, Tower Operator, if requested by the applicable AT&T Lessor or AT&T Ground Lease Party, Operator shall, in accordance with instructions of such AT&T Verizon Lessor or AT&T Verizon Ground Lease Party, within a reasonable period of time, but in no event less than the period of time as may be required under any applicable Ground Lease, (A) if requested by the applicable Verizon Lessor or Verizon Ground Lease Party, cause the Tower Subtenants on such Site to stop and cease the operation of their respective Communications Equipment on such Site (unless prohibited by a Tower Subtenant’s Collocation Agreement entered into before the Effective Date and not amended or modified by or its term extended by Tower Operator after the Effective Date) and (B) if requested by the applicable Verizon Lessor or Verizon Ground Lease Party, remove the Tower and any Improvements (whether or not constituting Severable Modifications) other than AT&T Verizon Improvements from such Site and otherwise restore such Site to the condition required under the applicable Ground Lease or applicable Law. (iii) The Tower and any Improvements so removed under Section 9(b)(ii) (to the extent not constituting Severable Modifications of made by Tower Operator) shall shall, at the election of Verizon Lessor or Verizon Ground Lease Party, either be (A) delivered by Tower Operator to any Person designated by the applicable AT&T Verizon Lessor or AT&T Verizon Ground Lease Party for disposition by such AT&T Verizon Lessor or AT&T Verizon Ground Lease Party or its designee, who shall reimburse Tower Operator for its cost of removal thereof, in an amount not to exceed the net sales proceeds such Person receives from the dispositions thereof, if any, or (B) sold or otherwise disposed of by Tower Operator, and the net proceeds of such sale or other disposition after deducting Tower Operator’s cost of removal thereof shall be paid to the applicable AT&T Verizon Lessor or AT&T Verizon Ground Lease Party when and as received by Tower Operator. (iv) Any Severable Modifications not removed by Tower Operator within such 30-day period shall, at the applicable AT&T Lessor’s or AT&T Ground Lease Party’s option, be deemed abandoned by Tower Operator and title to such Severable Modifications shall automatically, without further action, vest in such AT&T Lessor or AT&T Ground Lease Party; provided, however, that Tower Operator shall remain liable for the costs of removal of such Severable Modifications.