EXHIBIT 10.25
THIRD AMENDMENT TO MASTER LEASE AGREEMENT
-----------------------------------------
THIS THIRD AMENDMENT TO MASTER LEASE AGREEMENT is entered into as of the
12th day of February, 1998, by and between CROWN COMMUNICATION INC., a Delaware
corporation, d/b/a/ CROWN COMMUNICATIONS ("Lessor") and SPRINT SPECTRUM L.P.
("Lessee"), a Delaware limited partnership.
RECITALS:
---------
A. Xxxxxx Crown d/b/a Crown Communications and Lessee entered into a
Master Lease Agreement dated as of June 11, 1996 (the "Master Lease") pursuant
to which Lessor agreed to lease to Lessee certain property for the purpose of
locating unmanned radio communications equipment.
B. By letter agreement dated July 5, 1996, the parties amended certain
provisions of the Master Lease (the "First Amendment").
C. By Second Amendment to Master Lease Agreement dated January 27,
1997, the parties further amended certain provisions of the Master Lease.
D. By letter dated January 19, 1998, Lessee consented to the assignment
of the Master Lease by Xxxxxx Crown, d/b/a/ Crown Communications to Crown
Communications Inc., d/b/a/ Crown Communications.
X. Xxxxxx and Lessee desire to further amend the terms and provisions
of the Master Lease as hereinafter set forth.
AGREEMENT:
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NOW, THEREFORE, in consideration of the material premises set forth
herein, the parties hereto, intending to be legally bound, agree as follows:
1. All terms defined in the Master Lease and not otherwise defined
herein shall have the meanings ascribed to them in the Master Lease.
2. Section 6.6 of the Master Lease hereby is amended as follows:
Lessee's payments for space in Lessor's equipment building Sites
identified below shall be $125 per Site:
Echo 18-Canonsburg
Echo 8-Kittanning
Echo 046-Latrobe
XX000-Xxxx Xxxxxxxx
XX000-Xxxxxxxxxxx
MB042-Imperial
Echo MB51-Ligonier
XX000-Xxxx Xxxxxx
XX000-Xxxxx
MB071-Eighty-Four
MB085-Xxxxx
The parties acknowledge that Lessee's communications equipment for the Echo
120-Mt. Chestnut Site is currently located in the Lessor's equipment building,
shall remain in Lessor's equipment building, and Lessee shall pay no additional
rent therefor.
The parties further acknowledge that Lessee's communications equipment for the
Sites set forth below is currently located in Lessor's equipment building and
Lessee is currently paying no additional rent therefor. The parties acknowledge
that Lessor retains the option, at Lessor's expense, to move Lessee's
communications equipment to an outside equipment pad without any change to the
annual rental rate.
Echo MB 000-Xxxxx
Xxxx XX 053-Arnwell
Echo MB 092-Buenola
3. Footnotes 1 and 3 of Exhibit "B" of the Master Lease hereby are
amended by deleting the same and adding in lieu thereof the following:
Pricing provides for up to a 12'x20' equipment pad (outside). The
parties acknowledge that outdoor installation of Lessee's equipment is
the preferred mode of installation and Lessor shall use its reasonable
efforts to place Lessee's equipment pad outside. In the event that
Lessor is unwilling or unable to install such exterior equipment pad,
Lessor shall indicate on the applicable SLA that the installation of
Lessee's equipment will be inside Lessor's equipment building and, upon
Lessee's request, Lessor shall provide the reasons for such requirement.
Lessee may, at its option, decline the SLA or accept the SLA and pay an
annual rent of $2,400 for such interior equipment placement. Such
payment shall be specifically set forth on the applicable SLA.
4. Paragraph 6 of the Second Amendment is hereby deleted and the
following shall be inserted in lieu thereof:
Notwithstanding anything to the contrary set forth herein, the Term for
Temporary Sites shall be month to month. In the event that Lessee
desires to terminate an SLA for a Temporary Site and move to a permanent
Site leased to Lessee by Lessor to cover substantially the same area as
the Temporary Site, then the Term of the Temporary Site shall
automatically terminate upon such relocation. In all other cases,
either party may terminate the SLA for any Temporary Site by providing
to the other party written notice of such termination at least 60 days
prior thereto. In the event Lessor provides Lessee notice of
termination, Lessee shall have the option of converting the Temporary
Site to a permanent Site by providing notice thereof to Lessor within 15
days of receipt of Lessor's notice to terminate. In the event Lessee so
elects to convert a Temporary Site to a permanent Site, the initial Term
and the Renewal Terms shall be consistent with the SLA Initial Term and
the SLA Renewal Term identified herein with the understanding that the
SLA Initial Term commences as of the date of the original SLA for the
Temporary Site. Should Lessee fail to terminate an SLA for a Temporary
Site within five (5) years form the Commencement Date of the applicable
SLA, that Temporary Site shall automatically be converted to a permanent
Site. The Commencement Date for the permanent Site will be the date set
forth in the original SLA for the Temporary Site.
5. Exhibit "A-3" to the Master Lease is hereby deleted and Exhibit
"A-3" as attached hereto shall be inserted in lieu thereof.
6. Except as otherwise expressly provided herein or in any previous
amendment, all
2
IN WITNESS WHEREOF, the parties hereto have caused this Amendment
Agreement to be executed and delivered as of the date first above written.
CROWN COMMUNICATION INC. d/b/a
WITNESS: CROWN COMMUNICATIONS
/s/ By: /s/ Xxxxxx A Crown
------------------------- ---------------------------
Xxxxxx X. Crown, President
and Chief Executive Officer
WITNESS: SPRINT SPECTRUM L.P.
/s/ By: /s/ Xxxxx X. Xxxxxx
------------------------- --------------------------
Xxxxx X. Xxxxxx, Director
of Operations and
Engineering
EXHIBIT "A-1" TO THE MASTER
XXXX ATLANTIC NYNEX MOBILE
SITE LEASE ACKNOWLEDGEMENT
--------------------------
This Site Lease Acknowledgement ("SLA") is made and entered into as of this
_____ day of _________________, 19__ by and between CROWN COMMUNICATION INC.
d/b/a CROWN COMMUNICATIONS hereinafter designated as "Lessor" and SPRINT
SPECTRUM, L.P., a Delaware Limited Partnership hereinafter designated as
"Lessee", pursuant and subject to that certain Agreement ("Agreement") by and
between the Parties hereto, dated as of _________________________, 1996. All
capitalized terms have the meanings ascribed to them in the Agreement.
1. The Parcel will consist of that certain parcel of property located in the
City of _________________________________, the County of___________________
____________________, and the State of _______________________________, more
particularly described as a __________' by ______________' parcel containing
approximately _____ square feet situated at ____________________________
(add legal description), together with the non-exclusive right for ingress
and egress, seven (7) days a week, twenty four (24) hours a day, on foot or
motor vehicle, including trucks, and for the installation and maintenance of
utility wires, poles, cables, conduits and pipes over, under or along a
___________' wide right-of-way extending from the nearest public right-of-
way, _____________________________ to the demised premises, said premises
and right-of-way for access being substantially as described herein in
Exhibit "1" to the SLA attached hereto and made a part hereof.
2. Lessee's antenna(s) will consist of _______ antennas, each described in
terms of type, size, frequency, effective radiated power and height on the
tower outlined as follows:
Manufacturer and Type-Number: ------------------------
------------------------
Number of Antennas: ------------------------
Weight and Dimension of Antenna(s): ------------------------
Transmission Line Mfg. and Type No.: ------------------------
Diameter and Length of Transmission Line: ------------------------
Height of Antenna(s) on Tower: ------------------------
Direction of Radiation: ------------------------
Equipment Building/Floor Space Dimensions: ------------------------ Interior
------------------------ Exterior
Frequencies/Max Power Output ------------------------
3. The annual lease fee due and payable by Lessee to Lessor is $ _________ per
year. If the Lessee's equipment is located inside Lessor's equipment
building, Lessee shall pay an additional $_______ per year.
4. The commencement date of this SLA will be upon commencement of construction
at the Premises or ninety (90) days from the date hereof, whichever occurs
first ("Commencement Date"). For purposes of this SLA, any physical activity
on the Site by Lessee, other than those preliminary activities set forth in
Article 4 of the Agreement, shall constitute the commencement of the
construction.
5. The parties acknowledge that Lessor's rights in the property derive from a
certain Master Lease Agreement dated December 29, 1995 between Lessor herein
and Xxxx Atlantic Nynex Mobile, Inc. ("BANM Master Lease Agreement"), a copy
of the relevant portions of which has been delivered to Lessee. For the
purpose of this SLA, the Lessee agrees to abide by the applicable provisions
of those portions of the BANM Master Lease Agreement that have been provided
to Lessee and Lessee acknowledges that the terms and conditions of the BANM
Master Lease Agreement will govern and control to the extent there is any
discrepancy or inconsistency between the terms and conditions of the BANM
Master Lease Agreement and
this Master Lease Agreement. The parties further acknowledge that BANM's
rights to the property derive from a certain Lease Agreement dated _________
between BANM herein and _______________________ and attached hereto as
Exhibit "2" to the SLA.
IN WITNESS WHEREOF, the Parties hereto have set their hands the day and year
first above written.
CROWN COMMUNICATION INC. d/b/a
WITNESS: CROWN COMMUNICATIONS
By:
------------------------- ---------------------------
Xxxxxx X. Crown, President
and Chief Executive Officer
WITNESS: SPRINT SPECTRUM L.P.
By:
------------------------- --------------------------
Xxxxx X. Xxxxxx, Director
of Operations and Engineering
EXHIBIT "A-3" TO THE MASTER LEASE
TEMPORARY SITE LEASE ACKNOWLEDGEMENT
------------------------------------
This Site Lease Acknowledgement ("SLA") is made and entered into as of this ____
day of _______________, 19__ by and between CROWN COMMUNICATION INC. d/b/a CROWN
COMMUNICATIONS hereinafter designated as "Lessor" and SPRINT SPECTRUM L.P., a
Delaware Limited Partnership hereinafter designated as "Lessee", pursuant and
subject to that certain Agreement ("Master Agreement") by and between the
Parties hereto, dated as of June 11, 1996, as amended. All capitalized terms
have the meanings ascribed to them in the Master Agreement.
1. The Parcel will consist of that certain parcel of property located in the
City of _________________________________, the County of _______________
____________________, and the State of _______________________________, more
particularly described as a __________' by ______________' parcel containing
approximately _____ square feet situated at ____________________________
(add legal description), together with the non-exclusive right for ingress
and egress, seven (7) days a week, twenty four (24) hours a day, on foot or
motor vehicle, including trucks, and for the installation and maintenance of
utility wires, poles, cables, conduits and pipes over, under or along a
___________' wide right-of-way extending from the nearest public right-of-
way, _____________________________ to the demised premises, said premises
and right-of-way for access being substantially as described herein in
Exhibit "1" to the SLA attached hereto and made a part hereof.
2. Lessee's antenna(s) will consist of _______ antennas, each described in
terms of type, size, frequency, effective radiated power and height on the
tower outlined as follows:
Manufacturer and Type-Number: ------------------------
------------------------
Number of Antennas: ------------------------
Weight and Dimension of Antenna(s): ------------------------
Transmission Line Mfg. and Type No.: ------------------------
Diameter and Length of Transmission Line: ------------------------
Height of Antenna(s) on Tower: ------------------------
Direction of Radiation: ------------------------
Equipment Building/Floor Space Dimensions: ------------------------ Interior
------------------------ Exterior
Frequencies/Max Power Output ------------------------
3. The Fee due and payable by Lessee to Lessor is $___________ per month.
4. The commencement date of this SLA will be upon commencement of construction
at the Premises or ninety (90) days from the date hereof, whichever occurs
first ("Commencement Date"). For purposes of this SLA, any physical activity
on the Site by Lessee, other than those preliminary activities set forth in
Article 4 of the Agreement, shall constitute the commencement of the
construction.
5. The term of this SLA shall be month to month commencing on the Commencement
Date and continuing until either party provides the other with written
notice of termination as provided in the Master Agreement.
6. The parties acknowledge that Lessor's rights in the property derive from a
certain Lease Agreement dated ___________________ between Lessor herein and
________________, hereinafter referred to as the "Prime Lease" and attached
hereto as Exhibit "2" to the SLA.
IN WITNESS WHEREOF, the parties hereto have set their hands the day and
year first above written.
CROWN COMMUNICATION, INC. d/b/a
WITNESS: CROWN COMMUNICATIONS
By:
------------------------- ---------------------------
Xxxxxx X. Crown, President
and Chief Executive Officer
WITNESS: SPRINT SPECTRUM L.P.
By:
----------------------- --------------------------
Xxxxx X. Xxxxxx, Director
of Operations and Engineering
