HomeMy WebLinkAboutAgreement_General_09/24/2012 (2) Nextel Site # FL3540
LEASE TERMINATION AGREEMENT
AND
GENERAL RELEASE
This LEASE TERMINATION AGREEMENT AND GENERAL RELEASE (the
"Agreement ") is made as of September 07, 2012, by and between ( "Nextel ") and ( "Owner")
with reference to the following facts, understandings and intentions:
RECITALS
A. Owner owns certain property located at 901 OLD DIXIE HIGHWAY, Tequesta,
FL ( "Owner's Property "). Nextel, as lessee or tenant (or successor in interest to the lessee or
tenant), and Owner, as lessor or landlord (or successor in interest to the lessor or landlord), are
parties to that License Agreement dated as of April 14, 2005 (the "Lease ") whereby Owner
leases to Nextel a portion of Owner's Property, as further described in the Lease (the "Site ").
B. Nextel uses the Site for a communications facility that, pursuant to the Lease, may
include among other things, an antenna tower or pole and foundation, utility lines, transmission
lines, an air conditioned equipment room or shelter and pad, cable wiring, conduit runs, radios
and other electronic equipment, transmitting and receiving antennas and microwave dishes,
batteries and other power sources (possibly including a generator and pad), related fixtures and
supporting equipment, and structures therefore (collectively, the "Communications Facility ").
C. By letter dated August 2, 2012, as permitted by the terms of the Lease, Nextel
notified Owner of Nextel's election to terminate the Lease, effective as of April 13, 2013
( "Notice "). Owner acknowledges that Nextel's written Notice was properly given and effective.
D. Nextel and Owner are willing to so terminate the Lease, pursuant to the provisions
of this Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants contained herein and
other good and valuable consideration, the receipt and adequacy of which are hereby
acknowledged, the parties agree as follows:
1. Date of Termination; Final Payment
a. The Lease is hereby canceled and terminated effective at 11:59 p.m. on
April 13, 2013 ( "Termination Date "). From and after the Termination Date, neither Owner nor
Nextel will have any further rights or obligations under the Lease, and Nextel will have no
further right or interest with respect to the Site.
b. In full and final payment of any and all sums due or owing by Nextel to Owner
under the Lease or otherwise in connection with Owner's Property or the Site, Nextel will make
a final payment of Zero Dollars (50.00), in the same time and manner as rent is currently paid by
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04 MEN DeComm Lease Termination Agreement 05142012
Nextel Site # FL3540
Nextel, constituting Rent and other charges (if applicable) for the final month of the Lease (from
March 14, 2013 through April 13, 2013) (the "Final Payment ").
2. Vacation and Surrender of the Site; Site Acceptance
a. Owner and.Nextel have expressly agreed that, on or before the
Termination Date, Nextel will vacate and surrender the Site to Owner in its current "AS -IS"
condition, except that Nextel will remove from the Site the following (the "Removed
Equipment "):
Nextel's radios and back -up batteries
Nextel will have no further obligation (notwithstanding anything to the contrary contained in the
Lease or otherwise) to remove the Communications Facility (all of which will be deemed
abandoned by Nextel and accepted by Owner) or otherwise repair or restore the Site or any other
portion of Owner's Property.
b. Upon Nextel's vacation of the Site, Owner and Nextel will each execute
duplicate originals of the "Site Acceptance and Release" in the form attached hereto as Exhibit A
( "Site Acceptance "). Owner's execution of the Site Acceptance will constitute conclusive
evidence and proof that Nextel has vacated and surrendered the Site to Owner in the condition
required by the Lease and this Agreement, and that any portion of the Communications Facility
(and any other equipment or property) remaining on Owner's Property will be deemed
abandoned by Nextel and accepted by Owner, on the terms set forth therein.
3. Voluntary Agreement The parties have read this Agreement and the releases
contained herein and, on advice of counsel, have freely and voluntarily entered into this
Agreement with full understanding of its terms.
4. Recitals The above recitals are an integral and substantive part of this Agreement
and are incorporated herein.
5. Attorneys' Fees If either party commences an action against the other party
arising out of or in connection with this Agreement, the prevailing party will be entitled to
recover attorneys' fees and expenses from the other.
6. Successors This Agreement will be binding upon and inure to the benefit of the
parties hereto and their respective heirs, successors and assigns.
7. Counterparts This Agreement may be executed in any number of duplicate
originals or counterparts, each of which will be deemed to be an original, and all of which taken
together will constitute one and the same agreement. The parties agree that their signatures may
be delivered by fax or email.
8. Governing Law The validity, interpretation, construction and performance of
this Agreement will be controlled by and construed under the laws of the state in which the Site
is located.
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04 MEN DeComm Lease Termination Agreement 05142012
^ � Nextel Site#FL3540
ExLibit A
SITE ACCEPTANCE and RELEASE
This SITE ACCEPTANCE and RELE.�YSE is made as of Septetnber 07,2012,by and between ("Nextel'�
and ("Owner")with reference to the following facts,understandings and intat►tions:
A. Owner and Nextel are parties ta ttiat LEASE TERMI1�iATIO�AGREF.MIIVT and GENERAL
RELEASE dated September 07,2012(the"Ag�eemenY�,that terminated a Lease for a Site on Owner's Property
located at 901 OLD DIXIE HIGHWAY,Tequesta,FL(Nextel Site#FL3540),all terms of which are incorporated
herein. Capitalized terms used but not define�i herein have the meanings set forth in�he.Agreement.
B. Nextel used the Site for a comm�micstions facility that may have included,among other t$ings,an
sntenna tower or pole and foundation,utility. lines,transmission lines,an air condirioned equipment room or shelter
and pad,cable wiring,conduit nins,radios and other electronic equipment,transmitting and receiving antent►as and
microwave dishes,batteries and other power sources(possibly i�luding a generator and pad),related fixtures and
3UPI��g�luip�nt,and structures ti�refore(collectively,the"Communications Facility").
C. Nextal removed soma or all of the Communications Fac�ity,and restored the Site and Owner's
Property to 1i�e condition required b}�the Lease a�d the Agreement,and Nextel vacated and surrendered the Site to
Owner. The parties now desue to execute f.his Site Acceptance and Release,puisuant to the.Agreement.
ATOW,THEREFORE,in consideration of the foregoing,the provisions set forth below,snd other good$nd
valuable consideration,the receipt and adequacy of which are hereby aclaiowledged,Owner hereby acknowledges
that Nextel.has reatored the Site and Owner's Property to the condition required by the Leasa and the Agreement,
and Nextel vacated and surrendered the Site to Owner on ar before the Termination Date as required by the
Agr�ment Owner acknowledges that any�rtion af the Communications F�iliry(and any other equipment or
property)remaining on Owner's Property shall be deemed abandoned by Ne2ttel(collectively,the"Abandoned
Property"),and Owner accepts any such Abandor�ed Property in its present condition"AS-IS","W�IERE-IS"and
"WITH AI.L FAULTS",and without any representations,�arranties,promises,covenants or guaranties whatsoever,
express,impii�,ora1,written,statutory or otherwise (including,without limitation,no warraniies of
merchantability,marketability,profitability,fiMess for a particular pwlwse or confornuty to models or materials),
and Owner fully and forever releases Nextel and the Released Parties from all Claims and any and all liability.
whatsoever in connection therewith,and agrees to indemnify,defend and hold Nextel and the Releasad Parties
harmless from and against all Claims and any and all losses,costs,liabilities,damages,claims,actions and causes of
action(.incl�ing attorneys'fees and court costs)arising out of or relating in any way to any such Abandoned
Property.
Executed on ��i �� ,2012
"OWNER„ "IVEXTEL"
By: _"�-�-,.�, B}r � I1`,k,�'i
. N�: � .w Name: lan - �g
Title: I� Tide: Real Estate afta
ay���.
_ 4
04 iDEIY DeCoinm Lease Tenni�tion Ap,�eement 05142012
• • • Neztel Site#FL3540
Exhibit A
STTE ACCEPTANCE and RELEASE
This SPTE ACCEPTANCE and R:ELEASE is made as of September 07,2012,by and between ("Nextel'�
and {"Owner'�with reference to the following facis,undexstandings:and intentions:
A. Owner and Nextel are p�arties to that LEASE'1'ERM�TATION AGREEMENT and GENERAL
RELEASE dated September Q7,2012(the"AgreemenY�,that terminated a Lease for a Site on Owner's Property -
located at 9U1 OLD DIXIE HIGHH�VAY,Tequesta,FL(Nextel Site#FL3540),alI terms af which are incorporated
herein. Capitalized terms used but not defined herein have the meanings set forth in the Agreemenk
B. Nextel used the Site for a communications faciliry that may have included,among other things,an
antenna tower or.pole and foundation,utility lines,transmission lines,an air conditioned equipment room or shelter
and pad,cable wiring,conduit runs,radios and other electronic equipment,transmitting and receiving antsnnas and
microwave dishes,batteries and other power sources(possibly including a generator and pad),related fixtures and
supporting equipment,and structures therefore(collectively,t�e"Communications�acility").
C. Nextel removed some or all of the Communications Facility,and restored the Site and Owner's
Property to the condition required by the Lease and the Agreement,and Nextel vacated and surnendered the Site to
Owner. The parties now desire to execute this Site Acceptance and Release,pursuant to the Agreement
NOW,THEREFORE,iu consideration of the foregoing,the provisions set forth below,and other good and
valuable consideration,the receipt aud adequacy of which are hereby acknowledged,Oavnar hereby acknowledges
that Nextel has restor�d the Site and Owner's Property to the condition required by the Lease and the Agreement,
and Nextel vacated and suxrendex�l the Site to Owner on or before the Termination Date as required by the
Agreement Owner acknowledges that any portion of the Communications Facility(and any other equipment or
property)remaining on Owner's Pmperty shall be deemed abandoned by Nextel(collecrively,the"Abandoned
Property"),and Owner accepts any such Abandoned Property in its present eondition"AS-IS","WHEItE-IS"and
"WIT'H�►LL F1�ULTS",and withoat any representations,warranties,promises,covenants or guaranties whatsoever,
express,implied,oral,written,statutoxy or otherwise (including,without limitation,no warranties of
raerchantability,marketability,prafitability,fitness for a particular purpose or aonformity to models or materials),
and Owner fully and forever releases Nextel and the Released Parties from all Claims and any and all liability
whatsoever in connection therewiEh,and agrees to indemnify,defend and hold Nextel and the Released Parties
harmless frora and against all Claims and any and all losses,costs,liabilities,damages,claims,actions and causes of
action(including attomeys'fees and court costs)arising out of or relating in any way to any such Abandoned
Property.
Execut�d on I 1� 1 S ,2�12
"OWNER„ "NEXTEU,
B3+: By. �
Name: .� v� Name:
Title: ' < Titie:
q���� .
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04 iAEN DeComm Lease Tennination Agree�n�t 05142012
Nextel Site#FL3540
Exhibit A
SITE ACCEPTANCE and RELEASE
This SITE ACCEPTANCE and RELEASE is made as of September 07, 2012,by and between ("Nextel")
and ("Owner")with reference to the following facts,understandings and intentions:
A. Owner and Nextel are parties to that LEASE TERMINATION AGREEMENT and GENERAL
RELEASE dated September 07, 2012 (the"Agreement"),that terminated a Lease for a Site on Owner's Property
located at 901 OLD DIXIE HIGHWAY,Tequesta,FL(Nextel Site#FL3540), all terms of which are incorporated
herein. Capitalized terms used but not defined herein have the meanings set forth in the Agreement.
B. Nextel used the Site for a communications facility that may have included,among other things,an
antenna tower or pole and foundation,utility lines,transmission lines,an air conditioned equipment room or shelter
and pad,cable wiring,conduit runs,radios and other electronic equipment,transmitting and receiving antennas and
microwave dishes,batteries and other power sources(possibly including a generator and pad),related fixtures and
supporting equipment,and structures therefore(collectively, the"Communications Facility").
C. Nextel removed some or all of the Communications Facility,and restored the Site and Owner's
Property to the condition required by the Lease and the Agreement,and Nextel vacated and surrendered the Site to
Owner. The parties now desire to execute this Site Acceptance and Release,pursuant to the Agreement.
NOW,THEREFORE, in consideration of the foregoing,the provisions set forth below,and other good and
valuable consideration,the receipt and adequacy of which are hereby acknowledged,Owner hereby acknowledges
that Nextel has restored the Site and Owner's Property to the condition required by the Lease and the Agreement,
and Nextel vacated and surrendered the Site to Owner on or before the Termination Date as required by the
Agreement. Owner acknowledges that any portion of the Communications Facility(and any other equipment or
property)remaining on Owner's Property shall be deemed abandoned by Nextel(collectively,the"Abandoned
Property"),and Owner accepts any such Abandoned Property in its present condition"AS-IS","WHERE-IS"and
"WITH ALL FAULTS",and without any representations, warranties,promises,covenants or guaranties whatsoever,
express, implied, oral,written, statutory or otherwise (including,without limitation,no warranties of
merchantability,marketability,profitability, fitness for a particular purpose or conformity to models or materials),
and Owner fully and forever releases Nextel and the Released Parties from all Claims and any and all liability
whatsoever in connection therewith,and agrees to indemnify,defend and hold Nextel and the Released Parties
harmless from and against all Claims and any and all losses, costs,liabilities,damages,claims,actions and causes of
action(including attorneys' fees and court costs)arising out of or relating in any way to any such Abandoned
Property.
Executed on � � ' �� ,2012
"OWNER" "NEXTEL"
By: - ., By:
Name: � .— Name: Alatl a cer
Title: G r� T�cie: Real Estate anag
q a �1-�a-
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04 iDEN DeComm Lease Tennination Agreement 05142012
� , •r �
, , Nextel Site#FL3540
IN WITNESS WHEREOF, the parties have executed this Lease Termination Agreement
and General Release as of the date and year first above written.
«��.� N-e�e � ��� ��n e�
By: � - By:
Name: Name: l'
Title: Title: L
easaea ,,
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04 iDEN DeComm Lease Tennination Agreement OS 142012