AMENDMENT TO TOWER LEASE AGREEMENT
AGREEMENT entered into this 9th day of December by and between XXXXXXX
BROADCASTING COMPANY OF UTAH, INC. , a Delaware corporation ("Landlord"), and
XXXXXXX BROADCASTING COMPANY OF SALT LAKE CITY, L.L.C., a Delaware limited
liability company ("Tenant").
W I T N E S S E T H:
WHEREAS, the parties entered into a Tower Lease Agreement dated August 22,
1997 (the "Lease");
WHEREAS, the parties have agreed to amend the Lease as hereinafter provided
and desire to set forth their agreement.
NOW, THEREFORE, in consideration of the premises, the parties agree to
amend the Lease as follows:
1. Unless otherwise defined, capitalized terms shall have the same meaning
as in the Lease.
2. During the term of the Lease, provided there are at least 12 months
remaining in the term or any renewal term of the Lease, upon 30 days' notice to
Landlord, Tenant shall have the right to install on the Tower one TFV-25USM
antenna (DTV) or its mechanical equivalent, side mounted at the 90 ft. to 150
ft. level and fed by one 6 1/8 inch coaxial cable (the "DTV Antenna").
3. Landlord shall during the term of the Lease reserve and keep available
on the Tower space suitable for installation of the DTV Antenna unless the
remaining term of the Lease or any renewal term is less than 12 months and
Tenant has not theretofore exercised its right to install the DTV Antenna.
4. Upon installation of the DTV Antenna on the Tower, the Rent shall
increase by an amount equal to the fair market rental value (the "FMV Rent") for
the increase in Antenna Space provided
hereunder. If Landlord and Tenant have not agreed on the amount of the FMV Rent
within 30 days of Tenant's notice of intent to install the DTV Antenna, Landlord
and Tenant shall each designate an independent individual knowledgeable in
communications tower rental rates and the two individuals so selected shall
designate on additional independent individual knowledgeable in communications
tower rental rates (such individuals are hereinafter referred to as the
"Arbitrators"). The Arbitrators shall have 30 days after their appointment to
determine the FMV Rent. If the highest and lowest FMV Rents so proposed are
within 20% of one another, the final FMV Rent shall be the average of the three
proposals. If the highest and lowest proposed FMV Rents are more than 20% apart,
the rent that is farthest apart shall be discarded and the final FMV Rent shall
be the average of the remaining two proposed rents.
5. Prior to designation of the Arbitrators, Landlord and Tenant shall each
propose the FMV Rent they are willing to accept. If the rents proposed by
Landlord and Tenant are each within 10% of the FMV Rents as finally determined
by the Arbitrators, the parties shall share equally the fees and expenses of the
Arbitrators. Otherwise, such fees and expenses shall be paid by the party whose
proposed rate was farthest apart from the FMV Rent as finally determined.
6. Pending final determination of the FMV Rent, Tenant shall pay Landlord
the Rent as previously in effect plus the average of the amounts proposed by the
parties pursuant to Paragraph 5.
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Within 10 days after final determination of the FMV Rate, Tenant shall make
additional payments of rent or receive credits for future rent payments as
necessary to retroactively adjust the Rent by the FMV Rent as finally
determined. All Rent as adjusted herein shall be paid in the same manner and at
the times, and be subject to the same Consumer Price Index increases, as
otherwise provided under the Lease.
7. The DTV Antenna shall be subject to the same provisions of the Lease as
are applicable to the Antenna originally installed on the Tower, including
without limit those provisions relating to the construction, installation and
maintenance.
8. As hereby amended, the Lease is ratified and confirmed.
IN WITNESS WHEREOF, the parties have executed this agreement on the first
above written.
LANDLORD:
XXXXXXX BROADCASTING COMPANY
OF UTAH, INC.
By: /s/Xxxxxx X. Xxxxxxx
---------------------------------
TENANT:
XXXXXXX BROADCASTING COMPANY
OF SALT LAKE CITY, L.L.C.
By: /s/Xxxxxxx X. Xxxxxxx
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