HomeMy WebLinkAboutAgreement_General_07/10/2014 (2) LESSEE Site I.D.: ATC E Tequesta 68691
LAND LEASE AGREEMENT
This Agreement, made this day of 1 , 2014, between The Village of Tequesta,
Florida, a municipal corporation with its principal offices located at
345 Tequesta Drive, Tequesta, Florida 33469, hereinafter designated LESSOR, and
Verizon Wireless Personal Communications LP d/b /a Verizon Wireless, a Delaware limited
partnership, with its principal office located at One Verizon Way, Mail Stop 4AW 100, Basking
Ridge, New Jersey 07920 (telephone number 866 - 862-4404), hereinafter designated LESSEE.
The LESSOR and LESSEE are at times collectively referred to hereinafter as the "Parties" or
individually as the "Party ".
WHEREAS, pursuant to that certain Lease Agreement ( "Ground Lease'l dated September
18, 2009 by and between LESSOR and New Cingular Wireless PCS, LLC, a Delaware limited
liability company ("AT&T"'), LESSOR leased to AT &T certain portions of the Property described
therein, located at 136 Bridge Road, Tequesta, Florida 33469 (the "AT &T Ground Space "), for use
in connection with the provisions of communications services, including the operation of a
communications tower (the "Tower"). The Ground Lease was later assigned by AT &T to
American Towers, Inc, a Delaware corporation ( "ATC ") via that certain Assignment and
Assumption of Lease Agreement dated November 18, 2009 by and between AT &T and ATC; and
WHEREAS, LESSEE desires to also lease ground space from LESSOR comprised of
additional portions of LESSOR'S property located at 136 Bridge Road, Tequesta, Florida 33469 in
connection with the provisions of communications services.
NOW, THEREFORE, in consideration of the mutual covenants herein set forth and other
good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the
parties hereby agree as follows:
1. PREMISES LESSOR hereby leases to LESSEE a portion of that certain parcel of
property (the entirety of LESSOR's property is referred to hereinafter as the Property), located at
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136 Bridge Road, Tgpesta, Florida 33469, and being described as a 28' by 25 ' parcel containing
700 square feet (the "Land Space"), together with the non-exclusive right (the "Rights of Way')
for ingress and egress, seven (7) days a week twenty -fog (24) how a day, on foot or motor
vehicle, including trucks over or along a twenty (20) foot wide right -of -way extending from the
neerest public right -of -way, Bridge Road, to the Land Space, and for the installation and
maintenance of utility wires, poles, abler, conduits, and pipes over, under, or along one or more
rights of way from the Land Space.
LESSOR also grants to LESSEE a non - exclusive right for ingress and egress, seven (7)
days a week twenty-four (24) hours a day on foot or motor vehicle, including tucks, and for the
installation and maintenance of utility wires, poles, cables, conduits, and pipes over, under, along
or across the Property to connect; (1) the Premises to the AT &T Ground Space, (2) the Rights of
Way to the Premises, and (3) the Rights of Way to the AT &T Ground Space (the "Easement'j.
The Land Space and Rights of Way, and the Easement are hereinafter collectively re&r ed to as the
" Premises ". The Land Space and Rights of Way are more particularly described herein in Exhibit
"A" attached hereto and made a part hereof. The Properly is likewise descry herein in Exhibit
"A" attached hereto and made a part hereof A site sketch depicting the location of the ATC
Tower and the Premises is attached hereto as Exhibit "B ".
In the event any public utility is unable to use the Rights of Way, LESSOR hereby agrees
to grant an additional right-of-way either to LESSEE or to the public utility at no cost to LESSEE.
LESSOR hereby consents to LESSEE executing a separate agreement with ATC for space
on the Tower (the "ATC Lease"). LESSOR admowledges that this Agreement is contingent urn
LESSEE executing the ATC Lease. The ATC Lease shall include a provision acknowledging the
existence of this Agreement and requiring that LESSEE comply with this Agreement's terms and
conditions, in addition to the terms and conditions of the ATC Lease. Further, if at any time during
the term of this Agreement the ATC Lase is terminated, LESSOR agrees that LESSEE shall have
the right to terminate this Agreement urn thirty (30) days prior written notice to LESSOR In
addition, and notwithstanding anything to the contrary contained in this Agreement, including the
provisions of Paragraph 27 below, LESSOR shall not have the right to terminate this Agreement
unless LESSOR simultaneously terminates the Ground Lease with ATC.
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2. SURVEY LESSOR also hereby Wants to LESSEE the right to survey the
Properly, and the Premises, and said survey shall then become Exhibit "C" which shall be attached
hereto and made a part hereof and shall control in the event of boundary and access discrepancies
between it and Exhibit "A ". Cost for such work shall be borne by LESSEE.
3. TERM RENTAL This Agreement shall be effective as of the date of execution
by loth Parties, provided, however, the initial term shall be for ten (10) years and shall
commence on the Commencement Date (as hereinafter defined) at which time rental payments
shall commence and be due at a total annual rental of Thirty Thousand and 00/100 Dollars
($30,000.00) to be paid in equal monthly installments on the first day of the month, in advance,
to LESSOR or to such other person, firm or place as LESSOR may, from time to time, designate
in writing at least thirty (30) days in advance of any rental payment date by notice given in
accordance with Paragraph 23 below. The Agreement shall commence based upon the date
LESSEE is Wanted a building permit by the governmental agency charged with issuing such
permits, or the date of execution of the Agreement by the Parties, whichever is later. In the event
the date at which LESSEE is granted a building permit or the date of execution of the
Agreement, whichever is applicable, falls between the I" and 15 of the month, the Agreement
shall commence on the 1 s of that month and if such date falls between the 16" and 31" of the
month, then the Agreement shall commence on the 1 °C day of the following month (either the
"Commencement Date "). LESSOR and LESSEE acknowledge and agree that initial rental
payment(s) shall not actually be sent by LESSEE until thirty (30) days after the Commencement
Date. By way of illustration of the preceding sentence, if the Commencement Date is January 1,
LESSEE shall send to the LESSOR the rental payments for January 1 and February 1 by
February 1.
a. Upon agreement of the Parties, LESSEE may pay rent by electronic fiords transfer
and in such event, LESSOR agrees to provide to LESSEE bank routing information for such
purpose upon request of LESSEE.
b. LESSOR hereby agrees to provide to LESSEE, in conjunction with the execution
of this Agreement, certain documentation (the "Rental Documentation') evidencing LESSOR'S
interest in, and right to receive payments under, this Agreement, including without limitation: (i)
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documentation, acceptable to LESSEE in LESSEE'S reasonable discretion, evidencing
LESSOR's good and sufficient title to and/or interest in the Property and right to receive rental
Payments and other benefits hereunder, (ii) a complete and folly executed Iutemal Revenue
Service Form W -9, or equivalent, in a form acceptable to LESSEE, for any party to whom rental
payments are to be made pursuant to this Agreement; and (iii) other documentation necessary for
evidencing LESSOR'S interest in, or right to receive rental payments and other benefits
hereunder, requested by LESSEE in LESSEE'S reasonable discretion. From time to time during
the Term of this Agreement and within thirty (30) days of a written request from LESSEE,
LESSOR agrees to provide updated Rental Documentation in a form reasonably acceptable to
LESSEE. The Rental Documentation shall be provided to LESSEE in accordance with the
Provisions of and at the address given in Paragraph 23.
C. Delivery of Rental Documentation to LESSEE shall be a prerequisite for the
payment of any rent by LESSEE and notwithstanding anything to the contrary herein, LESSEE
shall have no obligation to make any rental payments until Rental Documentation has been
supplied to LESSEE as provided herein; provided, however, in the event any amounts which
would otherwise be due have not been paid by LESSEE due to the absence of Rental
Documentation, such amounts shall be paid to LESSOR by LESSEE within forty-five (45) days
of the delivery of Rental Documentation to LESSEE.
d. Within fifteen (15) days of obtaining an interest in the Property or this
Agreement, any assigns), transferees) or other successor(s) in interest of LESSOR shall
Provide to LESSEE Rental Documentation in the manner set forth in the preceding paragraph.
From time to time during the Term of this Agreement and within thirty (30) days of a written
request from LESSEE, any assignee(s) or transferees) of LESSOR agrees to provide updated
Rental Documentation in a form reasonably acceptable to LESSEE. Delivery of Rental
Documentation to LESSEE by any assignee(s), transferee(s) or other successor(s) in interest of
LESSOR shall be a prerequisite for the payment of any rent by LESSEE to such party and
notwithstanding anything to the contrary herein, LESSEE shall have no obligation to make any
rental payments to any assignee(s), transfers) or other successor(s) in interest of LESSOR
until Rental Documentation has been supplied to LESSEE as provided herein, provided,
however, in the event any amounts which would otherwise be due have not been paid by
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LESSEE due to the absence of Rental Documentation, such amounts shall be paid to LESSOR,
or any assignee(s), transferee(s) or other successor(s) in interest of LESSOR, as applicable, by
LESSEE within forty -five (45) days of the delivery of Rental . on to LESSEE.
4. EXTENSIONS This Agreement shall automatically ally be extended for four (4)
additional five (5) year term unless LESSEE terminates it at the end of the then current term by
giving LESSOR written notice of the intent to terminate at last six (6) months prior to the end of
the then current ter.
5. EXTENSION RENTALS Commencing on the first annual anniversary of the
Commencement Date and on each annual anniversary thereafter during the Term of this
Agreement (including all extension terms), the annual rental fee shall increase by an amount equal
to one point five (1.5 %) of the anmral rental fee due for the immediately preceding 12 month
period.
6. ADDITIONAL EXTENSIONS If at the end of the fourth (4th) five (5) year
extension term this Agreement has not been terminates by either Party by giving to the other
written notice of an intention to terminate it at last three (3) months prior to the end of such term,
this Agreement shall continue in force upon the same covenants, terms and conditions for a finrther
term of five (5) years and for five (5) year terms thereafter until terminated by either Party by
giving to the other written notice of its intention to so terminate at last three (3) months prior to
the end of such term. Annual rental for each such additional five (5) year tens shall be calculated
pumuant to Paragraph 5 above. The initial term and all extensions shall be collectively referred to
herein as the `°Term".
7. TAXES LESSEE shall have the responsibility to pay any personal property, real
estate taxes, assessments, or charges owed on the Property which LESSOR demonstrate is the
result of LESSEE'S use of the Premises and/or the installation, maintenance, and operation of
the LESSEE'S improvements, and any sales tax imposed on the rent (except to the extent that
LESSEE is or may become exempt from the payment of sales tax in the jurisdiction in which the
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Property is looted), including any increase in real estate taxes at the Property which LESSOR
demonstrates arises from the LESSEE'S improvements and/or LESSEE'S use of the Premises.
LESSOR and LESSEE shall each be responsible for the payment of any taxes, levies,
assessments and other charges imposed including fianchise and similar taxes imposed upon the
business conducted by LESSOR or LESSEE at the Property. Notwithstanding the foregoing,
LESSEE shall not have the obligation to pay any tax, assessment, or charge that LESSEE is
disputing in good faith in appropriate proceedings prior to a final determination that such tax is
properly assessed provided that no lien attaches to the Property. Nothing in this Paragraph shall
be construed as making LESSEE liable for any portion of LESSOR'S income taxes in
connection with any Property or otherwise. Except as set forth in this Paragraph, LESSOR shall
have the responsibility to pay any personal property, real estate taxes, assessments, or charges
owed on the Property and shall do so prior to the imposition of any lien on the Property.
LESSEE shall have the right, at its sole option and at its sole cost and expense, to appeal,
challenge or seek modification of any tax assessment or billing for which LESSEE is wholly or
partly responsible for payment. LESSOR shall reasonably cooperate with LESSEE at
LESSEE'S expense in filing, prosecuting and perfecting any appeal or challenge to taxes as set
forth in the preceding sentence, including but not limited to, executing any consent, appeal or
other similar document In the event that as a result of any appeal or challenge by LESSEE,
there is a reduction, credit or repayment received by the LESSOR for any taxes previously paid
by LESSEE, LESSOR agrees to promptly reimburse to LESSEE the amount of said reduction,
credit or repayment. In the event that LESSEE does not have the standing rights to pursue a
good faith and reasonable dispute of any taxes under this paragraph, LESSOR will pursue such
dispute at LESSEE's sole cost and expense upon written request of LESSEE.
8. USE; GOVERNMENTAL APPROVALS LESSEE shall use the Premises for the
purpose of constructing, maintaining, repairing and operating a communications facility and uses
incidental thereto. LESSEE shall maintain, at its sole cost and expense, its equipment in good
condition, reasonable war and tear excepted. All work performed on the Premises shall be
performed by licensed contactors specializing in such work, shall be wed in a good and
workmanlike manner, and shall be prosecuted to completion in accordance with the plans,
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specifications and issued permits. Any damage caused to the Property, including the Premises, due
to the acts or omissions of LESSEE or its agents, contractors or employees, shall be repaired by
LESSEE at LESSEE'S sole cost and expense, excepting wear and tear and casualty damage.
LESSEE shall have the right to replace, repair, or otherwise modify its utilities, equipment,
antennas and/or conducts or any portion thereof and the fiequencies over which the equipment
operates, whether the equipment, antennas, conduits or frvquencies are specified or not on any
exhibit attached hereto, during the Tema. In no event shall LESSEE be pe =Ucd to make
changes or modifications which. (i) expand or materially change or alter the LESSEE'S use of
the Premises; (ii) are installed outside of the boundaries of the Premises; or (iii) may otherwise
adversely affect the Premises. A security fence consisting of chain link construction or similar
but comparable construction may be placed around the perimeter of the Premises at the
discretion of LESSEE (not including the access easement).
It is understood and agreed that LESSEE'S ability to ux the Premises is contingent upon
its obtaining after the execution date of this Agreement all of the certificates, permits and other
approvals (collectively the "Governmental Approvahsj that may be required by any Federal, State
or Local authorities as well as satisfactory soil boring tests which will permit LESSEE use of the
Premises as set forth above. LESSOR shall cooperate with LESSEE in its effort to obtain such
approvals and shall take no action which would adversely affect the status of the Property with
respect to the proposed use thereof by LESSEE. In the event that (i) any of such applications for
such Governmental Approvals should be finally rejected; (ii) any Governmental Approval issued
to LESSEE is canceled, expires, lapses, or is otherwise withdrawn or terminated by
governmental authority; ( iii) LESSEE determines that such Governmental Approvals may not be
obtained in a timely manner, (iv) LESSEE determines that any soil boring tests are
unsatisfactory; (v) LESSEE determines that the Premises is no longer technically compatible for
its use, or (vi) LESSEE, in its sole discretion, determines that the Premises is obsolete or
unnecessary, LESSEE shall have the right to terminate this Agreement Notice of LESSEE'
exercise of its right to terminate shall be given to LESSOR in writing by certified marl, return
receipt requested, and shall be effective upon the mailing of such notice by LESSEE, or upon such
later date as designated by LESSEE. All rentals paid to said termination date shall be retainer by
LESSOR Upon such termination, this Agreement shall be of no further force or effect except to
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the extent of the represenxations, warranties and indemnities made by each Party to the other
hereunder. Otherwise, the LESSEE shall have no fiurther obligations for the payment of rat to
LESSOR
9. INDEMNIFICATION Each Party shall indemnify and hold the other harmless
against any claim of liability or loss from personal mjury or property damage resulting from or
arising out of the negligence or willful misconduct of the indemnifying Party, its employees,
contiracWILD or agents, except to the extent such claims or damages may be due to or caused by
the negligence or willful misconduct of the other Party, or its employees, contractors or agents.
Notwithstanding anything in this Agreement to the contrary, LESSOR'S liability shall be limited
by the statutory amounts set forth in SEC. 76828, Florida Statutes, including the limits
regarding attorney's fees. Nothing contained in this Agreement shall be construed as a waiver of
LESSOR'S sovereign immunity beyond the waivers set forth in Sec. 76828, Florida Statutes.
Nothing contained in this Agreement shall be construed. as LESSOR'S consent to be sued.
10. INSURANCE LESSOR shall, at its own cost and expense, maintain broad form
property insurance of at least One Million Dollars ($1,000,000.0. At tis sole discretion,
LESSOR may be self - insured for such coverage. LESSEE shall, at its own cost and expense,
maintain commercial general liability insurance with limits not less than $1,000,000 for injury to
or death of one or more persons in any one occurrence and $500,000 for damage or destruction
to property in any one occurrence. LESSEE shall include LESSOR as an additional insured.
11. LIMITATION OF LIABILITY Except for indemnification pursuant to Paragraphs
9 and 29, neither Party shall be liable to the other, or any of their respective agents,
representatives, employees for any lost revenue, lent profits, loss of technology, rights or
services, incidental, punitive, indirect, special or consequential damages, loss of data, or
interruption or loss of use of service, even if advised of the possibility of such damages, whether
under theory of contract, tort ( inchuding negligence), strict liability or otherwiw.
Notwithstanding anything in this Agreement to the contrary, LESSOR'S liability shall be limited
by the statutory amounts set forth in SEC. 768.28, Florida Statutes, including the limits
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regarding attorney's fees. Nothing contained in this Agreement shall be construed as a waiver of
LESSOR'S sovereign immunity beyond the waivers set forth in Sec. 76828, Florida Statutes.
Nothing contained in this Agreement shall be construed as LESSOR'S consent to be sued.
12. ANNUAL TERMINATION Notwithstanding anything to the contrary contained
herein, provided LESSEE is not in default hereunder beyond applicable notice and cure periods,
LESSEE shall have the right to terminate this Agreement upon the annual anniversary of the
Commencement Date provided that six (6) months prior notice is given to LESSOR. In the
event LESSEE chooses to terminate the Agreement pursuant to this section, it shall pay to
LESSOR a termination fee equal to three (3) times the preceding month's rent.
13. INTERFERENCE LESSEE agrees to install equipment of the type and frequency
which will not adversely affect or cause harmful interference which is measurable in accordance
with then existing industry standards to any equipment of LESSOR or other lessees of the
Property which equipment existed on the Property prior to the date this Agreement is executed
by the Parties. In the event any after - installed LESSEE'S equipment causes such interference,
and after LESSOR has notified LESSEE in writing of such interference, LESSEE will take all
commercially reasonable steps necessary to correct and eliminate the interference, including but
not limited to, at LESSEE'S option, powering down such equipment and later powering up such
equipment for intermittent testing. In no event will LESSOR be entitled to terminate this
Agreement or relocate the equipment as long as LESSEE is making a good faith effort to remedy
the interference issue. LESSOR agrees that LESSOR and/or any other tenants of the Property
who currently have or in the firture take possession of the Property will be permitted to install
only such equipment that is of the type and frequency which will not adversely affect or cause
harmful interference which is measurable in accordance with then existing industry standards to
the then existing equipment of LESSEE. The Parties acknowledge that there will not be an
adequate remedy at law for noncompliance with the provisions of this Paragraph and therefore,
either Party shall have the right to equitable citable remedies, such as, without limitation, injunctive
relief and specific performance.
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14. REMOVAL AT END OF TERM LESSEE shall, upon expiration of the Term, or
within ninety (90) days after any earlier termination of the Agreement, remove its building(s),
antenna structure(s) (except footings), equipment, conduits, fixtures and all personal property
and restore the Premises to its original condition, reasonable wear and tear and casualty damage
excepted LESSOR agrees and aclmowledges that all of the equipment, conduits, fixtures and
personal property of LESSEE shall remain the personal property of LESSEE and LESSEE shall
have the right to remove the same at any time during the Term, whether or not said items are
considered fixtures and attachments to real property under applicable Laws (as defined in
Paragraph 33 below). If such time for removal causes LESSEE to remain on the Premises after
termination of this Agreement, LESSEE shall pay rent at the then existing monthly rate or on the
existing monthly pro -rata basis if based upon a longer payment term, until such time as the
removal of the building, antenna structure, fixtures and all personal property are completed.
LESSOR expressly waives all rights of levy, distraint or execution with respect to LESSEE'S
property, including without limitation any statutory or common law security interest or landlord's
Hen for rent.
15. HOLDOVER LESSEE has no right to retain possession of the Premises or any part
thereof beyond the expiration of that removal period set forth in Paragraph 14 herein, unless the
Parties are negotiating a new lease or lease extension in good faith. In the event that the Parties
are not in the process of negotiating a new lease or lease extension in good faith, LESSEE holds
over in violation of Paragraph 14 and this Paragraph 15, then the rent then in effect payable from
and after the time of the expiration or earlier removal period set forth in Paragraph 14 shall be
equal to the rent applicable during the month immediately preceding such expiration or earlier
termination.
16. ELECTRICAL SERVICE LESSEE shall install an electrical meter at the Premises
for the measurement of electrical power used by LESSEE'S operations pursuant to this
Agreement as well as its operations pursuant to the ATC Lease. LESSEE is responsible for
paying the costs of such electrical usage directly to the local utility provider. If it is determined
that LESSEE has consumed electrical service or other utilities which are in addition to those
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metered by LESSEE'S separate meter, LESSOR shall have the right to invoice LESSEE for any
such charges, which shall be in addition to the rent and other payments required to be made by
LESSEE under this Agreement LESSOR will not be liable for any intem>ption or stoppage of
electrical service to the Premises or for any damage to persons or property resulting from that
mteauption or stoppage, unless caused by the negligence or willful misconduct of LESSOR, its
employees, servants or agents.
17. RIGHTS UPON SALE Should LESSOR, at any time during the Term decide (i) to
sell or transfer all or any part of the Property to a purchaser other than LESSEE, or (ii) to grant to
a third party by easement or other legal instrument an interest in and to that portion of the
Property occupied by LESSEE, or a larger portion thereof; for the purpose of operating and
maintaining communications facilities or the management thereof; such sale or grant of an
easement or interest therein shall be under and subject to this Agreement and any such purchaser
or transferee shall recognize LESSEE'S rights hereunder under the terms of this Agreement To
the extent that LESSOR grants to a third party by easement or other legal instrument an interest
in and to that portion of the Property occupied by LESSEE for the purpose of operating and
maintaining communications facilities or the management thereof and in conjunction therewith,
assigns this Agreement to said third party, LESSOR shall not be released from its obligations to
LESSEE under this Agreement, and LESSEE shall have the right to look to LESSOR and the
third party for the full performance of this Agreement
18. QUIET ENJOYMENT LESSOR covenants that LESSEE, on paying the rent and
performing the covenants herein, shall peaceably and quietly have, hold and enjoy the Premises.
19. TM E . LESSOR represents and warrants to LESSEE as of the execution date of
this Agreement, and covenants during the Term that LESSOR is seized of good and sufficient
title and interest to the Property and has full authority to enter into and execute this Agreement
LESSOR further covenants during the Term that there are no liens, judgments or impediments of
title on the Property, or affealing LESSOR'S title to the same and that there are no covenants,
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casements or restrictions which prevent or adversely affect the use or occupancy of the Premises
by LESSEE as set forth above.
20. INTEGRATION It is agreed and understood that this Agreement contains all
agreements, promises and understandings between LESSOR and LESSEE and that no verbal or
oral agreements, promises or understandings shall be binding upon either LESSOR or LESSEE
in any dispute, controversy or proceeding at law, and any addition, variation or modification to
this Agreement shall be void and ineffective unless made in writing signed by the Parties. In the
event any provision of the Agreement is found too be invalid or unenforceable, such finding shall
not affect the validity and enforceability of the remaining provisions of this Agreement The
failure of either Party to insist upon strict performance of any of the terms or conditions of this
Agreement or to exercise any of its rights under the Agreement shall not waive such rights and
such Party shall have the right to enforce such rights at any time and take such action as may be
lawful and authorized under this Agreement, in law or in equity.
21. GOVERNING LAW This Agreement and the performance thereof shall be
governed, interpreted, construed and regulated by the Laws of the State in which the Property is
located.
22. ASSIGNMENT• SUBLETTING. This Agreement may be sold, assigned or
transferred by LESSEE without any approval or consent of LESSOR to LESSEE'S principal,
affiliates, subsidiaries of its principal or to any entity which acquires all or substantially all of
LESSEE'S assets in the market defined by the Federal Communications Commission in which
the Property is located by reason of a merger, acquisition or other business reorganization. As to
other parties, this Agreement may not be sold, assigned, subleased or transfured without the
written consent of LESSOR, which such consent will not be unreasonably withheld, delayed or
conditioned. No change of stock ownership, partnership interest or control of LESSEE or
transfer upon partnership or corporate dissolution of LESSEE shall constitute an assignment
hereunder.
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The sale, assignment, subletting or transferring of any rights or space conferred hereunder
in violation of the terms of this Paragraph 22 shall constitute a material breach of this Agreement
by LESSEE and LESSOR shall have the right to terminate this Agreement effective immediate
and to pursue all legal and equitable remedies available to it under this Agreement and applicable
law.
23. NOTICES All notices hereunder must be in writing and shall be deemed validly
given if sent by certified mail, return receipt requested or by commercial courier, provided the
courier's regular business is delivery service and provided further that it guarantees delivery to
the addressee by the end of the next business day following the courier's receipt from the sender,
addressed as follows (or any other address that the Party to be notified may have designated to
the sender by like notice):
LESSOR: Village of Tequesta, Florida
345 Tequesta Drive
Tequesla, Florida 33469
LESSEE: Verizon Wireless Personal Communications LP
d/b /a Verizon Wireless
180 Washington Valley Road
Bedminster, New Jersey 07921
Attention: Network Real Estate
Notice shall be effective upon actual receipt or refusal as shown on the receipt obtained
Pursuant to the forego'ng.
24. SUCCESSORS This Agreement shall extend to and bind the heirs, personal
representative, successors and assigns of the Parties hereto.
25. SUBORDINATION AND NON - DISTURBANCE At LESSOR'S option, this
Agreement shall be subordinate to any future master lease, ground lease, mortgage, deed of trust
or other security interest (a "Mortgage l by LESSOR which from time to time may encum all
or part of the Property or right -0f - - wa3; provided, however, as a condition precedent to LESSEE
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being required to subordinate its interest in this AgreemeW to any future Mortgage covering the
Property, LESSOR shall obtain for LESSEE'S benefit a non - disturbance and attornment
agreement for LESSEE'S benefit in the form reasonably satisfactory to LESSEE, and containing
the terms described below (the "Non- Disturbance Agreement'), and shall recognize LESSEE'
right to remai in occupancy of and have access to the Premises as long as LESSEE is not in
default of this Agreement beyond applicable notice and cure periods. The Non Disturbance
Agreement shall include the encumbering party's ( "Lender's") agreement that, if Lender or its
successor -in- interest or any purchaser of Lender's or its successor's interest (a "Purchaser")
acquires an ownership interest in the Property, Lender or such successor in- interest or Purchaser
will (1) honor all of the terms of the Agreement, (2) fulfill LESSOR'S obligations under the
Agreement, and (3) promptly cure all of the then - existing LESSOR defaults under the
Agreement. Such Non- Disturbance Agreement must be binding on all of Lender's participants in
the subject loan (if any) and on all successors and assigns of Lender and/or its participants and
on all Purchasers. In return for such Non - Disturbance Agreement, LESSEE will execute an
agreement for Lender's benefit in which LESSEE (1) confirms that the Agreement is subordinate
to the Mortgage or other real property interest in favor of Lender, (2) agrees to attorn to Lender if
Lender becomes the owner of the Property and (3) agrees to accept a cure by Lender of any of
LESSOR'S defaults, provided such cure is completed within the deadline applicable to LESSOR
In the event LESSOR defaults in the payment and/or other performance of any mortgage or other
real property interest encumbering the Property, LESSEE, may, at its sole option and without
obligation, cure or correct LESSOR'S default and upon doing so, LESSEE shall be nbrogated to
any and all rights, titles, liens and equities of the holders of such mortgage or other reel property
interest and LESSEE shall be entitled to deduct and setoff against all news that may otherwise
become due under this Agreement the sums paid by LESSEE to cure or correct such defaults.
26. RECORDING LESSOR agrees to execute a Memorandum of this Agreement
which LESSEE may record with the appropriate recording officer. The date set forth in the
Memorandum of Lease is for recording purposes only and bears no reference to commencement
of either the Term or rent payments.
14
LESSEE Site I.D.: ATC E Tequefa 68591
27. DEFAULT
a. In the event there is a breach by LESSEE with respect to any of the
provisions of this Agreement or its obligations under it including the payment of rent, LESSOR
shall give LESSEE written notice of such breach. After receipt of such written notice, LESSEE
shall have fifteen (15) days in which to cure any monetary breach and thirty (30) days in which
to cure any non - monetary breach, provided LESSEE shall have such extended period as may be
required beyond the thirty (30) days if the nature of the cure is such that it reasonably requires
more than thirty (30) days and LESSEE commences the cure within the thirty (30) day period
and thereafter continuously and diligently pursues the care to completion. LESSOR may not
maintain any action or effect any remedies for default against LESSEE unless and until LESSEE
has failed to cure the breach within the time periods provided in this Paragraph.
b. In the event there is a breach by LESSOR with respect to any of the
provisions of this Agreement or its obligations under it, LESSEE shall give LESSOR written
notice of such breach. After receipt of such written notice, LESSOR shall have thirty (30) days
in which to cure any such breach, provided LESSOR shall have such extended period as may be
required beyond the thirty (30) days if the nature of the cure is such that it reasonably requires
more than thirty (30) days and LESSOR commences the cure within the thirty (30) day period
and thereafter continuously and diligently pursues the core to completion. LESSEE may not
maintain any action or effect any remedies for default against LESSOR unless and until
LESSOR has failed to cure the breach within the time periods provided in this Paragraph.
Notwithstanding the foregoing to the contrary, it shall be a default under this Agreement if
LESSOR fails, within ten (10) days after receipt of written notice of such breach, to perform an
Y
obligation required to be performed by LESSOR if the failure to perform such an obligation
interferes with LESSEE'S ability to conduct its business on the Property; provided, however,
that if the nature of LESSOR'S obligation is such that more than ten (10) days after such notice
is reasonably required for its performance, then it shall not be a default under this Agreement if
performance is commenced within such ten (10) day period and thereafter diligently pursued to
completion.
15
LESSEE Site LD.: ATC E Tequesta 68691
28. REMEDIES Upon a default, the non-defaulting Patty may at its option (but
without obligation to do so), perform the defaulting Patty's duty or obligation on the defaulting
Party's behalf, including but not limited to the obtaining of reasonably required insurance
policies. The costs and expenses of any such performance by the non - defaulting Party shall be
due and payable by the defaulting Patty upon invoice therefor. In the event of a default by either
Party with respect to a material provision of this Agreement, without limiting the non - defaulting
Party in the exercise of any right or remedy which the non - defaulting Patty may have by reason
of such default, the non-defaailting Patty may terminate the Agreement and/or pursue any remedy
now or hereafter available to the non - defaulting Patty under the Laws or judicial decisions of the
state in which the Premises are located; provided, however, LESSOR shall use reasonable efforts
to mitigate its damages in connection with a default by LESSEE. If LESSEE so performs any of
LESSOR'S obligations hereunder, the full amount of the reasonable and actual cost and expense
incurred by LESSEE shall immediately be owing by LESSOR to LESSEE, and LESSOR shall
pay to LESSEE upon demand the full undisputed amount thereof with interest thereon from the
date of payment at the greater of (i) ten percent (10%) per annum, or (ii) the highest rate
permitted by applicable Laws. Notwithstanding the foregoing, if LESSOR does not pay
LESSEE the full undisputed amount within thirty (30) days of its receipt of an invoice setting
forth the amount due from LESSOR, LESSEE may offset the full undisputed amount, including
all accrued interest, due against all fees due and owing to LESSOR until the fall undisputed
amount, including all accrued interest, is fully reimbursed to LESSEE.
29. �NV�MENTAL
a. LESSOR will be responsible for all obligations of compliance with any
and all environmental and industrial hygiene laws, including any regulations, guidelines,
standards, or policies of any governmental authorities regulating or imposing standards of
liability or standards of conduct with regard to any enviromn or industrial hygiene
conditions or concerns as may now or at any time hereafter be in effect, that are or were in any
way related to activity now conducted in, on, or in any way related to the Property, unless such
conditions or concerns are caused by the specific activities of LESSEE in the Premises.
16
LESSEE Site I.D.: ATC E Tepesta 68691
b. LESSOR shall hold LESSEE harmless and indemnify LESSEE from and
assume all duties, responsibility and liability at LESSOR'S sole cost and expense, for all duties,
responsibilities, and liability (for payment of penalties, sanctions, forfeitures, losses, costs, or
damages) and for responding to any action, notice, claim, order, summons, citation, directive,
litigation, investigation or proceeding which is in any way related to: a) failure to comply with
any environmental or industrial hygiene law, including without limitation any regulations,
guidelines, standards, or policies of any governmental authorities regulating or imposing
standards of liability or standards of conduct with regard to any environmental or industrial
hygiene concerns or conditions as may now or at any time hereafter be in effect, unless such non-
compliance results from conditions caused by LESSEE; and b) any - - nomnental or industrial
hygiene conditions arising out of or in any way related to the condition of the Property or
activities conducted thereon, unless such environmeal conditions are caused by LESSEE.
Notwithstanding anything in this Agreement to the contrary, LESSOR'S liability shall be limited
by the statutory amounts set forth in Sec. 768.28, Florida Statutes, including the limits regarding
attorney's fees. Nothing contained in this Agreement shall be construed as a waiver of
LESSOR'S sovereign immunity beyond the waivers set forth in Sec. 76828, Florida Statzdes.
Nothing contained in this Agreement shall be construed as LESSOR'S consent to be sued
30. CASUALTY In the event of damage by fire or other casualty to the Premises that
cannot reasonably be expected to be repaired within forty -five (45) days following same or, if the
Property is damaged by fire or other casualty so that such damage may reasonably be expected to
disrupt LESSEE'S operations at the Premises for more than forty-five (45) days, then LESSEE
may, at any time following such fire or other casualty, provided LESSOR has not completed the
restoration required to permit LESSEE to resume its operation at the Premises, terminate this
Agreement upon fifteen (15) days prior written notice to LESSOR. Any such notice of
termination shall cause this Agreement to expire with the same force and effect as though the
date set forth in such notice were the date originally set as the expiration date of this Agreement
and the Parties shall make an appropriate adjustment, as of such termination date, with respect to
payments due to the other under this Agreement. Notwithstanding the foregoing, the rent shall
17
LESSEE Site I.D.: ATC E Tegmm 68691
abate during the period of repair following such fire or other casualty in proportion to the degree
to which LESSEE'S use of the Premises is impaired.
31. CONDEMNATION In the event of any condemnation of all or any portion of the
Property, this Agreement shall terminate as to the part so taken as of the date the condemning
authority takes title or possession, whichever occurs first. If as a result of a partial condemnation
of the Premises or Property, LESSEE, in LESSEE'S sole discretion, is unable to use the
Premises for the purges intended hereunder, or if such condemnation may reasonably be
expected to disrupt LESSEE'S operations at the Premises for more than forty-five (45) days,
LESSEE may, at LESSEE'S option, to be exercised in writing within fifteen (15) days after
LESSOR shall have given LESSEE written notice of such taking (or in the absence of such
notice, within fifteen (15) days after the condemning authority shall have taken possession)
terminate this Agreement as of the date the condemning authority takes such possession.
LESSEE may on its own behalf make a claim in any condemnation proceeding involving the
Premises for losses related to the equipment, conduits, fixtures, its relocation costs and its
damages and losses (but not for the loss of its leasehold interest). Any such notice of termination
shall cause this Agreement to expire with the same force and effect as though the date set forth in
such notice were the date originally set as the expiration date of this Agreement and the Parties
shall make an appropriate adjustment as of such termination date with respect to payments due to
the other under this Agreement. If LESSEE does not terminate this Agreement in accordance
with the foregoing, this Agreement shall remain in full force and effect as to the portion of the
Premises remaining, except that the rent shall be reduced in the same proportion as the rentable
area of the Premises taken bears to the total rentable area of the Premises. In the event that this
Agreement is not terminated by reason of such condemnation, LESSOR shall promptly repair
any damage to the Premises caused by such condemning authority.
32. SUBMISSION OF AGREEMENT/PARTIAL IlWALIDTTY /AUTHORITY The
submission of this Agreement for examination does not constitute an offer to lease the Premises
and this Agreement becomes effective only upon the full execution of this Agreement by the
Parties. If any provision herein is invalid, it shall be considered deleted from this Agreement and
18
LESSEE Site ID.: ATC E Tequem 68691
shall not invalidate the remaining provisions of this Agreement. Each of the Patties hereto
warrants to the other that the person or persons executing this Agreement on behalf of such Party
has the full right, power and authority to enter into and execute this Agreement on such Party's
behalf and that no consent from any other person or entity is necessary as a condition precedent
to the legal effect of this Agreement.
33. APPLICABLE LAWS During the Term, LESSOR shall maintain the Property in
compliance with all applicable laws, rules, regulations, ordinances, directives, covenants,
easements, zoning and land use regulations, and restrictions of record, permits, building codes,
and the requirements of any applicable fire insurance underwriter or rating bureau, now in effect
or which may hereafter come into effect (including, without limitation, the Americans with
Disabilities Act and laws regulating hazardous substances) (collectively "Laws'). LESSEE
shall, in respect to the condition of the Premises and at LESSEE'S sole cost and expense, comply
with (a) all Laws relating solely to LESSEE'S specific and unique nature of use of the Premises
(other than general office use); and (b) all building codes requiring modifications to the Premises
due to the improvements being made by LESSEE in the Premises.
34. SURVIVAL The provisions of the Agreement relating to indemnification from one
Party to the other Party shall survive any termination or expiration of this Agreement
Additionally, any provisions of this Agreement which require performance subsequent to the
termination or expiration of this Agreement shall also survive such termination or expiration.
35. CAPTIONS The captions contained in this Agreement are inserted for convenience
only and are not intended to be part of the Agreement They shall not affect or be utilized in the
construction or interpretation of the Agreement
IN WTiNESS WHEREOF, the Parties hereto have set their hands and affixed their respective seals
the day and year first above written.
LESSOR:
19
LESSEE Site I.D.: ATC E Tequesta 68691
SS Villa ol7equesA Florida
Y:
N
Title:
Date: 1 - 10 —1 1
Name: ✓i li f
LESSEE:
Verizon Wireless Personal Communications LP
d/b /a Verizon Wireless
WITNESS
BY:
Name: Name: Aparna Khur ekar
Area Vice President Network
Date:
Name:
20
LESSEE Site I.D.: ATC E Tequesta 68 691
Exhibit "A"
(Desmiption of Premises and of Property)
_m a peawel of lad is iaft"m 30 ioodsw
MW alt ar /bZla.*s OS�iia.
fm a pota+5 of hagLadmm at a point is 00
seats Lim of 116MUM 30. TWAUblp 40 9ooft, 0
43 Xmt, at a Gist=" at db.i3 tact +sat d us
soaab*we aa®er ew no eaattsm aaam of now
motum twain asnowlp at rie t dim to mid
ao I Lisa of Omum U. a distwme of 30a leatR to
r palate add pokat Ioim On pdwa of begiedpg ma
an smadomst airs of %I%& tsaat a4 um berate
dsrorihoae thsmm oa*tiaas mortbway to the same
CWa a diatame Ot 3L3.76 !pt to a palate L I -
waaeaeiT, at rLom rmOlM to the lit aaemimil
e M* a di*bow* of 210 Oftna ebemms MORO lLy.
at e!f bt segue to the last dAaagosa m=w. a
dLtta as 713.78 laaty tip mot sly. at sLSbt
WON to as last dsemlbad comma, a distaem d 390
gum to tba paint of ibagtaglwgs
tbb 0=621 140 fiat Off On Yeast MO ltat tbenef.
I it pascal of sad is 310eica 30. wmnm ip
40 mop 43 fmt. rasa mama gyp plmida,
erase pa:ti —l—ip dommogd as mama:
flqAmfiaq at the hdocceeatiss at tm soma wit
Id add 0MddM 30 MM ON w t+elt rjo*.o[
flni of W. a. lfiwmv no. L Catm sum M. 51
U� —tealp a3-W Wo omth 7faa of add
samtsm 310. a alwmIm cc zsw em to a* palm
of wings dames m wtbwlp at riot aa03aa a
mwtm l► 46 300 a mm DIEM help. p6m LMA
tw aba 8000 Um 4d moM NoMm 30. a dtmunn
as fad 9—te mfr a% *Asft eagles, a
dislreea of M !East to a psiati in trite mma Lim
of said der*tm 80e sheaf easearly aloft tho
Saabs f.Las of maid Rm* 89, a dt %mgpi d 360
6fst t0 I" pains of bmiasl•9. tegstdbss eta as
memlesesl. De3fg 30 s mt is vidah Ili" ma lkw3y
fd do sidR Lim of *aid 30, me saaedm0
matmlp maa Yoaletig- nut -
Dap um of U. 8. maml i f Bud fro. 63.
od on asst lime of aw lam" da=LDad paaml
d land.
21
LESSEE Site ID.: ATC E Tegaesla 68691
40 Amatk. MCIRL-A UMM 4343 last. pain 0=0 0Oa OV. P
eI partiammmly dalwabrd m lalimss
ammumm om at a point in the mb Lim of "m asmu B
30 at ■ afeCm. an 1.101.75 mart Bm'eh at to aasth-
+iroit Bosse U-9. eaaid feint %Bolas in fte oonb
li t llael off as sdateat I I - Sam no
pBiRt Og bass="" at "a bmmfri dpaptAb" pll0ll
r tlmmuse am ummaw arrOMip alamg MU rwe
um of "than la a ddrtaear at 4m not to • iOLM
tiseaI -u*= y. =ULM as mole at s0 4 --a a Erm
rsath to tnst. a dlata of 100 East to a gain,
amt}taelp. pasallel to the rasa mot um ar
se a llitarlQ at 4U." dart to a paint $a
thr ap of a aw" eveeaw to eta rash ON me&" o f
*#slab is 1.940 het Dad aestcal angle of ~Kieft 1a
11 Zs PLu tW 0 MOMMIN, raid pd ft MOM
in the eeWAMLy illhtmt -my um as the amass -
mini.: mod6 taddam as 0*b at is loam
31 Bdaotee ri5 araeedr ftom mom is ms1 - to tb
t-w-t of Bald er rwl• tbes mmmb mtwlp m and
l Pelee o said OEM a d100sa at to Lim ea oltnagrt e.rrtarly
� b the pra�at�of i"imle l z X11
d- mailaring da0a mwd pBrari,
sBgla at a pent la ffie Most ilm of mdd seatim 30,
as a diBteam t f 1a".76 het BrriD of t%& aeararert
come— asambf. Bald Psim bang is an goem sigbt-
Y Liner of si4ssaq 0twe "a the feint of
of th0 bam desctlbe4 parml at 7"9adr
dwomas awti� MW Mer trrr 9IeSt line Of
section 30. a distsam at lm foptt tbamrr a Cly
at ClObt eta to tb Mefat 1$na Of a•" - e• U 30. a
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is the paaeaalag aaarae. a diatowa of u fait, g l "
aast"ly at right ragum to the sa .. a
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to the praarding aawee. a dieieemor oa = Sant tlreeee
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dkntmmm of 304.3 Esau tbaom a6aa erly. at tight
22
LESSEE Site I.D.: ATC E Tequeft 68691
RINVIONS b0 tlla PWADMU@ i Aiirlarp 49 199.99
fest to a polae In r$$r a:e OE 4 Game am mom to ter
900tk. tits wadup as +4drft is 3340.0 int iod GM%M
nompt of %him An Lim d�
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UM to NO P -b of said arias$ tames ir
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at 301.91 wit to ON palm* ad toopaoy$ teases
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of 047 !left M We piles of eativiay.
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and aareia Bald swe"bod pawl to tow Pummov of
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ter soeteasly "a at ftwom tmw,
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f m "ZO to host. a dumnam aR 9.17 fasts tam"
a M"W" esatasly With tAs oaf¢ pwtbattly afdetrod-
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of 149.39 tat to a p A t la as owdonly silwa&.
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pi4 let:atpir riyTft -rlw 1100 .las' sat acts of s
1900.0 teat rditta earns. a distmum d l.0." dots
to the plat of .
23
LESSEE Site I.D.: ATC E Tegnem 68691
Exhibit 1 B"
(Site Sketch)
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24
LESSEE Site I.D.: ATC E Tegm to 68691
Exhibit "C"
(LESSEE's Survey)
(See Attached)
25
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Prepared By and Upon Recording, Return to:
Nitiin Datt, Esq.
c% Maria Martella, Florida Registered Paralegal
Holland & Knight LLP
515 E. Las Olas Boulevard
Suite 1200
P.O. Box 14070
Fort Lauderdale, Florida 33301
STATE OF FLORIDA )
COUNTY OF PALM BEACH )
Lessee Site ID: ATC E Tequesta 68691
MEMORANDUM OF LAND LEASE AGREEMENT
This MEMORANDUM OF LAND LEASE AGREEMENT (°Memorandum ") is made
this 10 day of ® 2014, between THE VILLAGE OF TEQUESTA,
FLORIDA , a FloriddImunkipal corporation with its principal offices looted at 345
Tequesta Drive, Tequesta, Florida 33469, hereinafter referred to as "LESSOR ", and
VERIZON WIRELESS PERSONAL COMMUNICATIONS LP d/b /a Verizon Wireless, a
Delaware limited partnership with its principal office located at One Verizon Way, Mail
Stop 4AW100, Basldng Ridge, New Jersey 07920, hereinafter referred to as "LESSEE".
LESSOR and LESSEE are at times collectively referred to hereinafter as the °Parries° or
individually as the ?arty".
1. LESSOR and LESSEE entered into a Land Lease Agreement (the "Agreement°)
on 1'D , 201� for an initial term of ten (10) years, commencing on
the ComrNencement Date (as defined below). The Agreement shall automatically
be extended for four (4) additional fire (5) year terms unless the LESSEE
terminates it at the end of the then current term by giving the LESSOR written
notice of the Intent to terminate at least six (6) months prior to the end of the then
current term. If at the end of the fourth (4th) five (5) year extension term the
Agreement has not been terminated by either Party by giving to the other written
notice of an Intention to terminate it at least three (3) months prior to the end of
such term, the Agreement shall continue in force upon the same covenants,
terms and conditions for a further term of five (5) years and for five (5) year terms
1
thereafter until terminated by either Party by giving to the other written notice of
Its intention to so terminate at least three (3) months prior to the end of such
term.
2. LESSOR hereby leases to LESSEE a portion of that certain parcel of property
(the entirety of LESSOR's property is referred to hereinafter as the Property),
located at 136 Bridge Road, Tequesta, Florida 33469, and being described as a
28' by 25 ' parcel containing 700 square feet (the "Land Space"), together with
the non exclusive right (the "Rights of Way") for ingress and egress, seven (7)
days a week twenty four (24) hours a day, on foot or motor vehicle, including
trucks over or along a twenty (20) foot wide right of way extending from the
nearest public right of way, Bridge Road, to the Land Space, and for the
Installation and maintenance of utility wires, poles, cables, conduits, and pipes
over, under, or along one or more rights of way from the Land Space.
LESSOR also grants to LESSEE a 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, along or across the Property to connect
(1) the Premises to the AT&T Ground Space (as defined in the Agreement), (2)
the Rights of Way to the Premises, and (3) the Rights of Way to the AT&T
Ground Space (the "Easement"). The Land Space and Rights of Way, and the
Easement are hereinafter collectively referred to as the "Premises ". The Land
Space and Rights of Way are more particularly described herein in Exhibit "A"
attached hereto and made a part hereof. The Property is likewise described
herein in Exhibit "A" attached hereto and made a part hereof. A site sketch
depicting the location of the tower and the Premises is attached hereto as Exhibit
"B ".
3. The Commencement Date of the Agreement, of which this Is a Memorandum, is
based upon the date LESSEE is granted a building permit by the governmental
agency charged with Issuing such permits, or the date of execution of the
Agreement by the Parties, whichever is later. In the event the date at which
LESSEE is granted a building permit or the date of execution of the Agreement,
whichever Is applicable, falls between the 1st and 15th of the month, the
Agreement shall commence on the 1st of that month and if such date falls
between the 16th and 31 st of the month, then the Agreement shall commence on
the 1st day of the following month (either the "Commencement Date").
4. Should LESSOR, at any time during the Term decide p) to sell or transfer all or
any part of the Property to a purchaser other than LESSEE, or (ii) to grant to a
third party by easement or other legal instrument an interest in and to that portion
of the Property occupied by LESSEE, or a larger portion thereof, for the purpose
2
of operating and maintaining communications facilities or the management
thereof, such sale or grant of an easement or interest therein shall be under and
subject to this Agreement and any such purchaser or transferee shall recognize
LESSEE'S rights hereunder under the terms of this Agreement. To the extent
that LESSOR grants to a third party by easement or other legal Instrument an
interest in and to that portion of the Property occupied by LESSEE for the
purpose of operating and maintaining communications facilities or the
management thereof and In conjunction therewith, assigns this Agreement to
said third party, LESSOR shall not be released from its obligations to LESSEE
under this Agreement, and LESSEE shall have the right to look to LESSOR and
the third party for the full performance of this Agreement.
5. The terms, covenants and provisions of the Agreement, the terms of which are
hereby Incorporated by reference into this Memorandum, shall extend to and be
binding upon the respective executors, administrators, heirs, successors and
assigns of LESSOR and LESSEE.
Remainder of Page Intendanally Blank
Signature Page to Follow
3
IN WITNESS WHEREOF, hereunto and to a duplicate hereof, LESSOR and
LESSEE have caused this Memorandum to be duly executed on the date first written
hereinabove.
LESSOR:
WITNESS Villa e o e uesta, Flori
Y:
N Name:
Title:
Date:
Name: r,: mO LJ '4 Ili awn$
LESSEE:
Verizon Wireless Personal Communications LP
d/b /a Verizon Wireless
WITNESS
BY:
Name: Name: Aparna Khudekar
Area Vice President Network
Date:
Name:
4
STATE OF FLORIDA )
LESSOR ACKNOWLEDGMENT
COUNTY OF PALM BEACH )
I, Li)(1 , do hereby certify that HIA)l biLUV -Orl, personally
came before me this day and acknowledged that s/he is the 2Y1G44T)r of THE
VILLAGE OF TEQUESTA, FLORIDA, a municipal corporation, and s /he, being
authorized to do so, executed the foregoing MEMORANDUM OF LAND LEASE
AGREEMENT as his /her own act and deed- on behalf of THE VILLAGE OF
TEQUESTA, FLORIDA. He /She is pers onally kn own to me or has produced
as identification.
?1kPky ; e(; o LIAMS Notarial Seal, this C) day o 20-
Notary Public -State of Florida A � l , , ,1,
• My Comm. Expires Oct 18. 2016
w J Commission # EE 217256 Notary Public
Bonded Through National Notary Assn
My Commission Expires:
STATE OF NORTH CAROLINA )
LESSEE ACKNOWLEDGMENT
COUNTY OF MECKLENBURG )
I, , do hereby certify that Aparna Khudekar personally came
before me this day and acknowledged that she is the Area Vice President Network of
VERIZON WIRELESS PERSONAL COMMUNICATIONS LP d /b /a Verizon Wireless, a
Delaware limited partnership, and that she, as Area Vice President Network, being
authorized to do so, executed the foregoing MEMORANDUM OF LAND LEASE
AGREEMENT on behalf of VERIZON WIRELESS PERSONAL COMMUNICATIONS
LP d/b /a Verizon Wireless. She is personally known to me.
WITNESS my hand and official Notarial Seal, this _ day of , 20_.
Notary Public
My Commission Expires:
5
lIT A
(Description of Premises and of Properly)
Description of Property and Rights of Way:
The South 473.78 feet of the West 260 feet of the East 488.21 fast of the Southwest ot�gt� ter
(SW 1/4 of Seetlon X Township 40 South. Range 43 East. Pah Beach Caamtty. Flarlda. l.lr AND
EXCEPT 11wrefrow theme parliane t mvd den Aced Fn Spa M YPmraaty Deed Poo e rded In 0fifdal Roeersia
Rook 1x83% Page 725. end In Spew Wwrwtty Dead recorded Ut Ofl<clol nowds Rook 1118% Page
15311. befit of the Public Records of Palm Beach County. FWWa. An Ott for Ingnm and eF=
as granted in E=wwA Deed between Otto Olvasto and icy Stainim er. Jr. and the Mllage of
Tequesto. a duly inowporated FWdo municipal eorpwoUa% dated September 211, 1976. recorded
September 26. ISM In 0fkW Records Beck 29M. Page 17a as amended by knondintmtt To Emownt
Dead Mod Nata:aeber 7. 1097. recorded December 3% 1997, ft Official Rewts Bock 1015% Pop 52.
both of the Pubf90 Records of Polo Beach County. RwMc,
Description of Land Space:
A pmvel of land being a pefflon of the South 473.76 feat of the West 250 feat of the East 40&21
feet of the Southwest 1 4 of Section 30. Township 40 South. Range 43 East, Palm Beach County,
Flwida. Bald pal nm particularly dosw&sd as follaws:
Caaanettcing at a rmmd estate ntm Anent with Patin Beach County 6eadeDe brows disk at the South
1/4 comor of Bald Seotfo 30. prayed South l38 Sr 42 West along this South Has of the Swthwat
1/4 of add Section 3% o distom of 348.86 feet to o paM bebg distant North Or $7' 42° East
119.26 teat ftsmra rot x—cut an cormete curb mcAft the Soutinvast acw of the Ewe! 485M fed of
ofd SmOwest comer of Section 3% thence deporting =d flee. North W 2B' Or Wewt a Aduaw
of 30.73 feet to the POW OF 13ECHOM thence South a9' 4W 33' West a dWWnm of 25.fiO feet:
thence North OW 14' 27' Wast o dlstanee of 28.00 fit 5tence North ar 45' 33' East a distance
of 25-CO few thence South 00' 14' 27' East a distance of 213.00 feet to the PONT OF BEGIIINING.
conbabting an area of 700 square fact
6
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(Site Sketch)
(Lessee is referred to herein as "Verizon Wireless')
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7
r
Fo�, �'9 Request for Taxpayer ��►e Fo�„to�,e
(Rev.August2013) Identi�cation Number and Certlfication requester.oo�oe
Deparhnerrt of the Treesury send to the I RS.
Irrtemal Revenue Service
Neme(as shown on your income tax rehun)
Village of Tequesta,Florida
N Business name/disregarded errtity name,ff differerrt from above
m
rn
m
� Check appropriate box for federal tax ctassfficatlon: Exemptions(see instructlons):
� ❑Individual/sole proprietor ❑ C Corporation ❑ S Corporetlon ❑ Pertnership ❑TrusVe.state
�o Exempt payee code(if any) 3
� cAi � Limfted Iiabllity company.Enter the tax cla�(flcatlon(C=C corporation,S=S corporetion,P=partriership)► Exemptlon from FATCA reportlng
° � �ode(if anY) C
� c
a� ❑� aner�see instruceons�► Municipal Govemment
� Addre�(number,street,and apt.or sufte no.) Requester's name and addr�a(optional)
� 345 Tequesta Drive
CRy,state,and ZIP code
� Tequesta, Florida 33468
List accourrt number(s)here(optional)
� Taxpayer ldentification Number(TIN)
Enter your TIN in the appropriate box.The T1N provided must match the name given on the"Name"Iine ���►itY n�r
to avoid backup withholding.For individuals,this is your social security number(SSN).However,for a � -m -�
resident alien,sole proprietor,or disregarded enUty,see the Part I instructions on page 3.For other
entities,it is your employer iderrtiftcation number(EII�.If you do not have a number,see How to get a
TIN on page 3.
Note.If the account is in more than one name,see the chart on page 4 for guidelines on whose Enm�oyer ldentlncatlon number
number to enter.
' Certification
Under penalties of perjury,I certity that:
1. The number shown on this form is my conect taxpayer identification number(or I am waiting for a number to be issued to me),and
2. I am not subject to backup withholding�cause:(a)I am exempt fram backup withholding,or(b)I have not been notified by the Intemal Revenue
Service(IRS)that I am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that I am
no longer subject to backup withholding,and
3. I am a U.S.citizen or other U.S.person(defined below),and
4.The FATCA code(s)entered on this form('rf any)indicating that I am exempt from FATCA reporting is carrect.
Certlflcatlon Instrvctlons.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding
because you have failed to report all interest and dividends on your tax retum.For real estate transactions,item 2 doss not apply.For mortgage
interest pald,acquisition or abandonmerrt of secured property,cancellation of debt,contributions to an individual retirement arrangemerrt(IRA),and
generally,payments other than Irrterest and dividends,you ere not required to sign the certification,but you must provide your correct T1N.See the
instructions on page 3.
Si n
Here us�o�► �� � o�► �,�'�•�I� �
General Instructions wfthholding tax on foreign partriers'share of effecWely conrrected Income,and
�ctlon references are to the Irrtemal Revenue Code unless othervvise noted. 4.Certlfy that FATCA cod�s)entered on thls form(if eny)indicatlng that you are
exempt from the FATCA reportlng,is cortect.
Future developmente.The IRS has created a page on IRS.gov for Irrtormation Note.If you are a U.S.person and a requ�ter gNes you a form other than Form
about Form W-9,at www.irs.gov/w9.Infortnation about arry future developmerrts yy-9 to request your TIN,you must use the requester's fortn if R Is substanUally
affecting Form W-9(such as legislatlon enacted after we release R)will be posted slmilar to this Form W-9.
on that page.
Deflnidon of e U.S.person.For federal tax piupos�,you are considered a U.S.
Purpose of Form person if you are:
A person who Is requlred to flle an Infortnation retum with the IRS must obtaln your '�Individual who Is a U.S.ciUaen or U.S.residerrt elien,
cortect taxpayer identlftcatlon number(TIN)to report,for example,income paid to •A partnership,corporatlon,comparry,or association created or orgenized in the
you,paymerrts made to you In settlemerrt of paymerrt card end third party network Unfted Stat�or under the laws of tNe United Stat�,
transactlons,real estate transactlons,mortgage irrterest you paid,acqulsRion or .,q��e(other than a forelgn estate),or
abandonmerrt of secured property,cancellation of debt,or cantributlons you made .A domestic 4vst(es defined in Regulatlons sectlon 301.7701-�.
to an IRA
Use Fortn W-9 only If you are a U.S.person Qncluding a r�ident allen),to Special rules Tor partriershipa Partnerships that conduct a trade or business In
provide your correct TIN to the person requ�tlng R(the requeste�end,when the Un(ted States are genarally requtred to pay a w(thholding tax under sectlon
applicable,to: 1446 on any foreign pertners'share of effectfvely connected texeble income from
1.Certify that the TIN you are giving ts conect(or you ere waitlng for a number such business.Further,in certain cases where a Form W-8 has not been recelved,
to be Issue�, the►ules under sectlon 1446 require a par6iership to presume that e partner is a
foraign person,and pay the sectioh 1446 withholding tex.Therefore,ff you ere a
2.CertKy that you are not subject to backup wfthholding,or U.S.person that Is a pertner in a partriership conducting a trade or busirress in the
3.Clalm exemptlon from backup writhholding'rf you are a U.S.exempt payee.If United States,provide Fortn W-9 to the partnership to establish your U.S.status
appllcable,you ere also certffying that as e U.S.person,your alloceble share of ��old section 1446 wlthholding on your share of pertriership Income.
any partriership Income from a U.S.trade or business is not subJact to the
Cat.No.10231 X Fortn H/-9(Rev.8-2013)
Form W-9(Rev.8-2013) Page 2
In the cases below,the following person must give Form W-9 to the partnerahlp Updating Your Information
for pur�of establishing Rs U.S.status and avoiding withholding on(ts
allocable share of net income from the partriership conducting a trade or business You must provide updated Information to arry person to whom you clalmed to be
in the Unked Stetes: en exempt peyee ff you are no longer an exempt peyee and ariUcipate receiving
•In the case of a disregarded entlty wkh a U.S.owner,the U.S.oamer of the reporteble paymerrts in the future from this person.For example,you mey need to
disregerded entlty ar�d not the entity, provide updated irrtormation If you are a C corporatlon that elects to be an S
corporaUon,or ff you no longer are tax euempt.In addRlon,you must fumish a new
•In the case of a grentor trust w(th a U.S.grantor or other U.S.owner,generally, Form W-9 ff the name or TiN chang�for the account,for example,if the grantor
the U.S.grarrtor or other U.S.owner of the grantor trust and rrot the trust,and of a graMtor trust dies.
•In the case of a U.S.trust(other than a grantor trust),the U.S.trust(other then e penalties
graMor trust)and not the berreflciaries of the trusL
Forelgn person.If you ere a forefgn person or the U.S.branch of a foreign bank Fellure to tumish 71N.If you fail to fumish yoiu correct TIN to a requester,you are
that has etec[ed to be treated es a U.S.person,do rrot use Form W-9.Instead,use subJect to a penetty of$50 for�ch such fail�ue unl�your fail�ue Is due to
the appropriate Form W-8 or Form 8233(see Publicatlon 515,Wlthholding of Tex reasonable cause and not to williul neglect
on Nonresiderrt Allens end Forelgn Fstitles). CNiI penelty for talse 6dormaUon wifh respect to withholding.If you meke a
Nonresldeet allen who becomes a resideM ellen.Generally,only a nonresiderrt false statement wlth no reasonable basis that results in no backup withholding,
alien individual may use the terms of a tax treaty to reduce or eliminate U.S.tex on you are subject to a$500 penaky.
certein types of Income.However,most tax treatles contain a provislon Imown as
a"saving clause."Exceptions specifled in the�ving clause may permR an Criminal penalty for felsHying 6�formatlon.WIIlfuliy falsifying certlflcatlons or
exemption from tax to corrtinue for certein types of income even after the payee afflrmatlons may subJect you to criminal peneftles including fln�end/or
has othenvise become a U.S.resident allen for tax purp�es. Imprisonmerrt.
If you are a U.S.resident allen who Is relying on an exceptlon contairred In the Miause oi TINs.If the requester disclos�or uses TINs In vloletlon of federal law,
saving clause of a tex treaty to clalm en exempUon from U.S.tax on certeln types the requester may be subJect to civil and criminal penettles.
of income,you must attech a statement to Form W-9 that specifles the following
flve Rems: Specific Instructions
1.The treaty courrtry.Generelly,this must be the same treaty under which you
clelmed exemptlon from tex es a nonr�iderrt allen. Name
2.The treaty erticle addr�sing the Income. If you are an Indfvidual,you must generally errter the name shown on your Ir�come
3.The article number(or Ixatlon)in the tax treaty thet contains the saving tex retum.However,H you have changed your last neme,for instence,due to
clause and its exceptlons. merriage without Informing the Social Securily Adminlstratlon of the name change,
4.The type and amount of income that qualifles for the exemptlon Trom tex. errter your flrst name,the last name shown on your social security card,and your
rrew last name.
5.Sufflclerrt facts to Justify the exemption from tax under the terms of the treaty If the accourrt is In joirrt names,Iist flrst,and then circle,the name of the person
article. or entlty whose number you entered in Pert I of the form.
Exsmple.Article 20 of the U.S:China income tax treaty allows en ezemption Sple proprietor.Errter your individuel name as shown on yoiu income tex retum
from tax for scholarship income recefved by a Chin�e studerrt temporarily preserrt an the"Name"Iine.You may enter your business,trade,or"doing buslness es
in the Unfted States.Under U.S.law,this studerrt will become a residerrt allen for �BA�=�e on the"Business name/dlsregarded errtity neme"Ilne.
tax purposes if his or her stay in the United States exc:eeds 5 calendar years.
However,paragraph 2 of the flrst Protocol to the U.S.-China treaty(dated April 30, Pertnership,C Corporatlon,or S Corporetion.Errter the errtity's neme on the
1984)allows the provisions of Article 20 to cordinue to apply even after the "Neme"Iine and arry business,trade,or'doing busin�s as(DBf�name"on the
Chinese studerrt�mes a resident elien of the United Stat�.A Chinese student "Busin�s name/disregarded eritlty name'Ifne.
who qualifles for this exception(under paragraph 2 of the flrst protocoQ and Is Disregarded eMily.For U.S.federal tax purpo�,an entity thet is disregerded as
reiying on this exceptlon to claim en exemption from tax on his or her scholarship �e�y���e from ffs owner is treated as a"disregarded enUty." See
or fellowship income would attach to Form W-9 a statemerrt that includ�the Regulation secdon 301.7701-2(c�2)(Ii�.Enter the owner's name on the"Name°
Information d�bed ebove to support that exemption. Iine.The name of the entlty errtered on the"Name"Iine should rrever be a
If you are a nonr�iderrt ellen or a foreign entity,give the requester the disregarded errtity.The name on the"Name"Iirre must be the name shown on the
appropriate completed Form W-8 or Form 8233. Income tax retum on which the irnrn:ome should be reported.For example,If a
What la backup wtthholding?Persons maldng certatn paymerrts to you must foreign LLC that is tr�ted as a dfsregerded entliy for U.S.federel tex purpos�
under certain conditlons withhold and pay to the IRS a percerrtage of such hes a single owner that is a U.S.person,the U.S.owner's name is required to be
paymerrts.This Is called"backup wfthholding." Paymerrts that may be subject to Provided on the"Name°Iine.If the direct owner of the errtity Is also a disregarded
backup wRhholding Include Irrterest,tex-exempt irrter�t,dividends,broker and errtity,errter the flrst owner that is not disregerded for federal tax purposes.Errter
barter exchenge trensactions,rerrts,royaltlas,nonemployee pay,paymerrts made the disregarded errtiiy's name on the"Business name/disregerded enUty name"
in settlemerrt of payment card and third party network transactions,and certein Iine.If the owner of the disregarded entity Is a foreign person,the owner must
payments from flshing boat operators.Real estate transactiona ere not subJect to �mplete en appropriate Form W-8 instead of a Form W-9. Thls Is the ca�even If
backup wfthholding. the foreign person has a U.S.TIN.
You will not be subJect to backup wRhholding on paymer�ts you receNe ff you Note.Check the appropriate box for the U.S.federal tex classiflcetlon of the
give the requester your correct TIN,make the proper certlflcatlons,and report all Person whose name Is errtered on the"Name"Ilne pndivlduaUsole proprietor,
your taxeble irrterest and dividends on yoiu tax retum. Pertnership,C Corporatlon,S Corporatlon,Trusbestate).
Llmited Liebpfly Com�rry(LL�.If the person iderrtlfled on the"Name"Iine Is en
Payments you receive will be subject to backup LLC,check the"Llmfted Ilability company"box only end enter the approprlate
withholding fi cbde for the U.S.federal tex classiflcatlon in the space provided.If you are an LLC
1.You do not fumish yotu TIN to the reque.ster, �Is treated as a partriership for U.S.federai tax p�uposes,errter"P"for
partnership.If you are an LLC that has flled a Form 8832 or a Form 2553 to be
2.You do not certlfy your TIPI when required(see the Pert II instructions on page texed as a corporadon,errter'C"Tor C corporatlon or"S"for S corporatlon,as
3 for detalls), appropriate.If you are an LLC that is disregerded as an entlty�perate from its
3.The IRS tells the requester that you fiunished an Incortect TIN, owner under Regulation sectlon 301.7701-3(except for employmerrt and excise
tax),do rrot check the LLC box unless the owner of the LLC(requlred to be
4.The IRS telis you that you are subjec[to backup wfthholding because you did Iderrtlfled on the"Neme"line)is another LLC that Is rrot disregarded for U.S.
rrot report all your irrterest and dividends on your tex retum(for reportable Irrteres[ federel tex pu�.If the LLC is disregerded as an erdky seperate from its
and dNidends only),or owner,errter the eppropriate tax classiflcation of the owner ideritifled on the
5.You do not certKy to the requester that you are not subJect to t�ckup °Name"Ilne.
withholding under 4 above(for reportable irrter�t and dNidend accourits opened Other entltlea Errter yoiu business neme as shown on requlred U.S.federal tex
after 1983 only). documerrts on the"Name°Iine.This neme should match the neme shown on the
Certeln payees arid peymertts are exempt hom backup wRhholding.See Exempt charter or other legal documerd creatlng the erttily.You may errter eny busine�,
payee code on page 3 end the separate Instructlons for the Requ�ter of Form trade,or DBA name on the"Busin�name/disregarded erttliy name"Iine.
W-9 for more information.
Also see Specle/ru/es for peRnerships an page 1. �emptt0�1S
Whet la FATCA reportlng?The Foreign Accourrt Tax Compliarn�Act(FATCA) If you are exempt from backup withholding and/or FATCA repartlng,errter in the
requires a participating forelgn flnanc(al Institutlon to report all UnRad States �emptlorrs box,arry code(s)that may apply to you.See Exempt payee code end
account holders that are spacifled Unfted States persons.Certaln payees ere ��Ption 6om FATCA reportlng code on page 3.
exempt from FATCA reporting.See Exemptton from FATCA reporting code on
page 3 and the Instructlons for the Requester of Form W-9 for more informatlon.
!
Form W-9(Rev.8-2013) Page 3
Exempt payee�da.Generally,Individuals(including sole proprietors)are not G—A r�l estate investmerrt trust
exempt from beckup withholding.Corporetlons ere ezempt from backup
withhotding for certein paymerrts,such es Irrterest arM dividends.CorporaUons are H—A reguleted Inveshmerrt compeny as deflned In sectlon 851 or an entlty
not exempt from backup wRhholding for paymer�made in setUemerrt of paymerrt ��0 e����times during the tex yeer under the Investrnerrt Company Act of
card or third parly network trensactlor�s.
Notie.If you are exempt from backup withholding,you should s[ill complete this I—A�mmon trust furrcl as deflned In sectlon 584(a)
form to avoid possible erroneous backup wRhholding. J—A bank as deflned in sectlon 581
The following codes Identiiy payees that are exempt from backup wRhholding: K—A broker
1—M orgenb�Uon exempt from tax under sectlon 501(a),eny IRA,or a L—A trust exempt from tax under secdon 664 or described In sectlon 4947(�(1)
custodlal eccourrt under sectlon 403(b)(n if the accourrt setisfles the requiremeMs M—A tex ezempt trust under e sectlon 403(b)plan or sectlon 457(g)plan
of section 401(�(2)
2—The UnRed States or eny of its agencles or InstrumerrtalRies Part I.Taxpayer lder�tifification Number(TIN)
3—A state,the D4sMct of Columbla,a possesslon of the Unfted States,or arry of E�r yau TIN In fhe appropriate boa.If you are a reslderrt alien end you do not
theU political subdivislons or I�merrtelitles heve and are not eliglble to get an SSN,yoiu TIN is your IRS indivldual Taxpayer
4—A foreign govemmerrt or any of its polkical subdlvislons,agenci�,or �dentlflcatlon number(ITII�.Fster k In the soclal seciaity number box.If you do not
��me��� have an ITIN,see How to get a TiN below.
5—A corporatlon If you are a sole proprietor and you have an EIN,you may errter e(ther your SSN
6—A dealer in securitles or commoditi� or EIN.However,the IRS prefers thet you use your SSN.
requtred to register In the Unfted if you are a single-member LLC that is disregerded es en errtity seperate from Its
States,the District of Columbia,or a possesslon of the Untted Stetes owner(see Llmlted LJablllty Compeny(LLC)on page 2),enter the owner's SSN(or
7—A firtures commission mercharrt registered wlth the Commodity Futures EIN,if the owner has one).Do rrot enter the disregarded errtily's EIN.If the LLC is
Trading Commisslon classlfled es a corporatlon ar partnership,errter the entlty's EIN.
8—A real estate investrnerrt trust Note.See the chart on pege 4 for huther clarHication of name and TIN
9—M entlty registered at all times during the tax year under the Irnestmerrt combinetlons.
Company Act of 1940 How to get e TIN.If you do not have a TIN,apply for one Immedletely.Ta apply
10—A common trust fund operated by a bank under sectlon 584(a) for en SSN,get Fortn SS-5,Applicatlon for a Soclal Securky Card,from your local
11—A flnencial Insdtutlon ����Y Administration office or get this form online at www.ssa.gov.You
may also get this form by calling 1-800-772-1213.Use Fortn W-7,Appllcation for
72—A middleman known In the investment community es a nominee or IRS Individual Taxpayer ldentiflcatlon Number,to apply for an ITIN,or Fortn SS-4,
oustod�en Applicetlon for Employer ldentlflcaUon Number,to apply for an EIN.You cen apply
13—A trust exempt from tax under sectlon 664 or d�cribed In section 4847 for an EIN online by accessing the IRS webstte at www.frs.gov/6uslnesses end
The following chart shows clicldng on Employer lderitlflcatlon Number(EII�under Stardng a Business.You
types of paymerrts thet may be exempt from backup �9�Forms W-7 and SS-4 irom the IRS by visftlng IRS.gov or by calling 1-800-
withholding.The chert applles to the exempt payees Iisted above,1 through 13. TAX-FORM(1-800-829-3676).
IF the payment Is for... THEN ffie payme�rt Is exempt for... If you ere asked to comptete Fortn W-9 but do not have a TIN,apply for a TIPI
and write"Applied For"In the space for the TIN,slgn and dete the form,end gNe R
to the requester.For Interest and dlvidend peymer�,end certain paymerrts made
Irrterest and divldend peymerrts All exempt payees except wlth respect to readlly tradable Instrumerits,generally you wlll have 60 days to get
for 7 e TIN and give ft to the requester before you are subJect to backup withholding on
paymerrts.The 60-day rule does not apply to other types of paymerrts.You will be
Broker transactions Exempt payees 1 through 4 and 6 subJect to backup withholding on all such paymerrts until you provide your TIN to
through 11 and all C corporatlons.S the requester.
corporatlons must not enter an ezempt Note.Errtering"Applled For"means that you have aV�dy applied for a TIN or that
payee c�de�use they are exempt you irrtend to apply for one soon.
only for sales of noncovered securities
acqulred prior to 2012. Ceudon:A dlsregerded U.S.ent(ty that has a forelgn owner must use the
ePProprlate Form W-8.
Barter exchenge trensactions and Exempt payees 1 through 4
patronage dividends Part II.Ci@�CBtIOfl
Paymertts over$600 requ(red to be Generally,exempt payees To astablish to the withholding agerrt thet you are a U.S.person,or residerrt alien,
sign Fortn W-9.You may be requasted to sign by the withholding agerrt even H
reported and direct seles over$5,000' 1 through 52 ftems 1,4,or 5 below Indicete otherwise.
For a Jolrrt e�urrt,only the person whose TIN Is shown In Part I should slgn
Paymerrts made in settlement of Ezempt payees 1 through 4 (when required).In the case of a dlsregerded errtily,the person Ident(fled on the
paymerrt card or thlyd party network "Name"Iine must sign.Exempt paye�,see Exempt payee code earlier.
transactions �����yulremeMs.Complete the certlflcation as Indiceted In ftems 1
�See Form 1099-MISC,Miscellaneous Income,end ita Instructlons. through 5 below.
Z However,the following paymerrts made to a corporatlon and reportable on Fortn 1.lirterest,dMderM,erM barter exchange accour�opeired before 1984
1099-MISC are not exempt from backup w(thholding:medical and health care aed braker a�ta�nsldered acdve d�uing 19�i.You must gNe your
paymerits,attomeys'fees,gross proceeds paid to an attomey,and payments for �Rect T�N,but you do not have to sign the certlflcaHon.
servlces paid by a federal executive agency. 2 IrKerest,dividend,braker,end berEer exchange eccour�ffi opened efter
Exemptlon irom FATCA reporNng code.The followfng cbdes Identlfy payees ���broker eccounts co�ldered Inactive d�uing 18�i.You must sign the
that ere exempt from reportlng under FATCA Th�e codes apply to persons �rtifl�lon or backup withhotding will apply.If you are subJect to backup
submitting this form for accourrts mainTeined outslde of the Unfted Stetes by withholding and you are merely providing yoiu correct TIN to the requester,you
certain forelgn flnencial InstRutfons.Therefore,if you are only submitting this form must cross out Item 2 In the certificatlon before signing the fortn.
for en acxourrt you hold In the Unfted States,you may leave this fleld blenk. 3.R�1 estate trar�ctlo�.You must sign the certlflcatlon.You mey cross out
Consuft with the person requesting this form if you are uncertain If the flnencial Rem 2 of the certlflcaHon.
Institutlon is subJect to these requlremerrts. q,pther peymer�.You must gfve yo�n c�rrect TIN,but you do not heve to sign
A—M organbatlon exempt from tax under sectlon 501(a)or any Individual the certlflcetlon untess you have been notlfled that you have prevlously gNen en
retiremerrt plan as deflned In secdon T/01(a)(3� Incorrect TIN."Other paymerrts"Include paymerrts made In the co�uae of the
B—The United States or eny of Its agencies or ir�strumental(tles requester's trade or business for rerits,royalUes,goods(other than bllls for
merchandise),medicel and health care services pncluding paymerrts to
C—A state,the District of Columbia,a possession of the UnRed States,or any corporatlons),peymer�to a nonemployee for services,paymer�made in
of their political subdlvisions or Instrumentalitles settlemerrt of peymerrt card and third party network transactions,paymerrts to
D—A corporation the stock of which is reguleriy traded on one or more oe►te�n flshing boat crew members and flshermen,and gross proceeds pald to
established aecuriti�merkets,as d�cribed in Reg.section 1.1472-1(c)(1)m attomeys Qncluding payments to corporatlons).
E—A corporatlon that is a member of the same expanded afflliated group as a 5.Mortgege I�rterest pald by you,ecqutsftlon or ebandonment of seaued
corporation described In Reg.sectlon 1.1472-1(c�1)m Prope►lY,cence��edon of debt,qua6fled h�Won program 1�yrtre�rta pmder
F—A dealer in securiti�,commod�les,or derNattve flnancial Instrumerrts �on 52B),IRA,Coverdell ESA1,Archer MSl1 or HSA contribudo�or
pncluding rmtlonel princlpal coritraacts,futines,forwerds,and options)that Is matributlo�,and pe�lon mstribudo�.You must gtve your correct TIN,but you
registered as such under the lews of the United Stetes or arry state do rrot have to sign the certlflcetlon.
.
Fortn W-9(Rev.8-2013) Page 4
What Name and Number To Give the Requester aos�.If no neme is clrcled when more than orre name Is Iisted,the number wlil be
considered to be that of the flrst name Iisted.
For thla type of eceour� �ive neme end SSN of
1.Indlvldual The Individual Secure Your Tax Records firom Identity Theft
2.Two or more individuals Qolrrt The actual owner of the eccourrt or, Iderrtity theft axurs when someone uses your personal Informatlon such es your
accourrt) If combined funds,the flrst name,social security number(SSI�,or otlier identlfying irrfortnatlon,wfthout your
Indivldual on the acxourrt' perm�ss�on,to commR fraud or other crimes.An identtt�r thief may use your SSN to
get a Job or may flle e tax retum using your SSN to receive a refund.
3.Custodian ecxourrt of a minor The minor' To reduce your risk:
(Unfform Gift to Mlnors Act)
4.a.The usual revocable savings The grentor-trustee'
•Protect your SSN,
trust(qrantor is elso trustee) •Ensure your employer is protecting your SSN,and
b.So-called trust accourrt that is The actual owner' •Be cereful when choosing a tax preparer.
not a legal or velid trust under
y.�e�yy If your tex records ere affected by Ideritlty theft and you receive a notice from
5.Sole proprietorship or disregarded The owner' the IRS,r�pond rigM awey to the name and phone number printed on the IRS
errtity owned by en individual notice or letter.
6.Grantor trust ftling under Optional The g►antor' if your tax records are not cunerrtly affected by Identlty theft but you think you
Form 1099 Flling Method 1(see are at risk due to a lost or s[olen purse or wellet,quesdonable credR card activ(ty
Regulation sectlon 1.671-4(b)(2)m(A)) or credft report,corrtact the IRS Identlty Theft Hotline at 1-800-908-4480 or submtt
Form 14038.
For thls iype ot accour� Olve neme and�N oY. For more informatlon,see Publicatlon 4535,Iderrtity Theft Preverrtion and Victim
7.Disregarded entity not owned by en The owner ����e•
Individual Victims of iderttity theft who ere experiencing economic hartn or a system
8.A valid trust,estate,or penslon trust Legel eritlty° problem,or are seeMng help In r�olving tex problems that heve not been resolved
9.Corporatlon or LLC electing The corporaUon through rmrmal chanrrels,may be eligible for Taxpayer Advacate Service(fAS)
corporate status on Form 8832 or ass�stan�•You can reach TAS by calling the TAS toll-free case Intake Iirre at
Fortn 2553 1-877-777-4778 orTTYlfDD 1-800-829-4U59.
10.Assocfation,club,relfgious, The organbation �'otect Yo�n from suaplcioue emells or phlshing schemes Phishing is the
charitable,educationel,or other creation and use of emeil and websRes d�igned to mimic legidmete business
tex-exempt organizetlon emalls and websftes.The mos[common act Is sending an email to a user falsely
11.Partnership or muki-member LLC The pertnershl claimfng to be an established legitimate errterprise in an attempt to scem the user
P irtto surrendering private Informatlon that wlll be used for ldenUty theft.
12.A broker or registered rrominee The broker or nominee The IRS does not Initlete confficts wdth taxpeyers via emails.Also,the IRS does
13.Account with the Department of The public eMity rrot reque.st personal deteiled informetion through email or ask texpayers for the
Agricufture in the name of a public PIN numbers,passwords,or similer secret access(nformetlon for their credft card,
errtiry(such as a state or local bank,or other flnencial accourds.
govemment,school district,or If you receNe en unsolicfted email ctaiming to be Trom the IRS,forward this
prison)that receives agricuYtural message to phlshing�lrs.gov.You mey also report misuse of the IRS neme,logo,
program payments or other IRS property to the Treasury Inspector General for Tex Administretlon at
14.Grardor trust flling under the Form The trust 1-800-366-4484.You can forward suspiclous emells to the Federal Trade
1 Q41 Flling Method or the Optional Commission at spemC�uce.gov or contact them et www.ftc.gov/ldtheft or 1-877-
Form 1099 Flling Method 2(see IDTHEFT(1-877-438-4338).
Regulation section 1.671-4(b)(2)(i)(B)) Visft IRS.gov to leam more about iderrtity theft ar�d how to reduce your risk.
'Lis[flrs[arid circle tlre neme of the person whose numbm you fiunish.If only ane peraon on e
jolrrt ecxourrt has an SSN�tl�et person's munber muat be fiurilshed.
2 Clrcte the minor's neme ami fimdeh the minor's SSN.
3 You must show your Individuel neme end you may etso�ter your b�lrress or'DBA"neme on
the'Buslrress name/maregarded entlty"neme Ilne.You mey use elther yoiu SSN or EIN Qf you
have orre),but the IRS ancauag�yau to use your SSN.
'llat flrs[ar�d circle the name o}the truet,estete,or penalon truet.(Do rrot fumish the TIN of the
persorml repreaentetive or trus[ee imtavs the legal mrtity Naelf Is rrot deslgneted In the accourrt
title.)Also see Speclal rules/or pe�fiershlps on pege 1.
'Note.Grerrtor elso must provide e Form W-9 to tn�tee of tnmt.
Privacy Act Notice
Sectlon 6109 of the Intemal Revenue Code requlres you to provide your conect TIN to persons(Including federel agencles)who are requlred to flle Informatlon retums with
the IRS to report Irtterest,dividends,ar certain other Income pald to you;mortgage irrteres[you peid;the acquisRlon or abandonment of secured property;the cencellation
of debt;or contributions you made to an IRA,Archer MSA,or HSA.The person collecting thls form uses the information on the form to flle Information retums with the IRS,
reportlng the ebove information.Routine usas of thls Infortnatlon include giving R to the Department of Justice for civil and criminal IlUgation and to cftles,states,the District
of Columble,and U.S.commonwealths and possessions for use in administering thelr laws.The Informatlon also may be disclosed to other countries under a treaty,to
federal and state agencies to errforce civil end criminel laws,or to federel law enforcement and intelligence egencles to combat tenorlsm.You must provide your TIN
whether or not you are requlred to flle a tex retum.Under sectlon 3406,payers must generally withhold a percerrtege of taxable interagt,dividend,and certain other
paymerrts to a peyee who does not gNe a TIN to the payer.Certaln penalties may elso apply for providing false or freudulerrt Informatlon.
�
TAXABLE YEAR Nonresident Withholding ■ CALIFORNIA FORM
2014 Allocation Worksheet 587
The payee completes this form and ret�uns it to the withholding agern.
Part 1 Wlthholding Agent
Withholding agenYs neme
CELLCO PARTNERSHIP-DBA VERIZON WIRELESS
Addresa(apt/stie.,room,PO Box,or PMB no.)
ONE VERIZON PLACE,ATTN: TAX
City(If you have a foreign addr�s,see instructions.) State ZIP Code
ALPHARETTA GA 3 0 0 0 4
Part 11 Nonreside�Payee
Payee's name ❑SSN or ITIN❑FEIN❑CA Corp no.❑CA SOS ftle no.
Village of Tequesta, Florida
Address(apt/ste.,room,PO Box,or PMB no.)
345 Tequesta Drive
City(If you have a foreign address,see instructiona.) State ZIP Code
Tequesta FL 3 3 4 6 9
Nonresident payee's entiiy type:(Check one)
❑IndividuaVsole proprietor mCorporat(on ❑Partnership ❑Limited liabilit}r comparry(LLC) ❑Estate or trust
Part 111 PaymeM Type
Nanresident payee:(Check one)
mPertorms services totally outside Cal'rfornia(no writhholding required,skip to ❑Provides goods and services in Cal'rfomia(see Part IV,Income Allocation)
Certfication of Nonresident Payee) ❑Pravides services within and outside Califomia(see Part IV,Income Allocation)
❑Provfdes only goods or materials(na wfthholding required,skip to ❑Other(Describe)
Certification of Nonresident Payee)
If the nonresident payee performs all the services writhin Califomia,withholding is required on the entire payment for services unless the payee is granted a
withholding waiver from the Franchise Tax Board(FfB).For more information,get FTB Pub.1017,Resident and Nonresident Withholding Guidelines.
Part IV Income Allocatlon
Gross payments expected from the withholding agent during the calendar year for:
(a) Within California (b) Outside Cal'rfomia (c) Total paymems
1 Goods and services:
Goods/materials(no withholding required) .............................................................
Senrices(withholding required)............
2 Rents or lease payments...................
3 Royalty payments ........................
4 Prizes and other winnings ...............
5 Other payments..........................
6 Total payments subject to withholding.
Add column(a),line 1 through Ifne 5 .......
NonresldeM wlthholding threshold amount: ... �1.500.00
Backup wfthholdinp threshold amouM: ....... $0.00
Certlfi�tion of NonresideM Payee
Under penalties of perjury,I cert'rfy that the information provided on this document is true and correct.If the reported facts change,I will promptly inform
the withholding agent
P'n or type payee's name Telephone
�lc.9e�►�, �'. �c�l�� � > l��-�7� �
Sign �Y�'s signawre Dete
Here � � '''� ��
Prirrt ar type repreaerttetive's neme a title Telephone
( )
Authorized representetive's signeture Dete
�
For Privaey Notice,get FTB 1131 ENG/SP. � 7 0 4114 3 � Form 587 c2 2013
Instructions for Form 587
Nonresident Withholding Allocation Worksheet
References in th�e instructions ere to the CaliPomia Revenue and Taxation Code(R&TC).
General Information in Califomia.Foreign corporations � Payments made in connection with a
Backup Withholding—IlVith certain limited must be qualified to transact intrastate California pertormance.
exceptions,payers that are required to business. Use Form 590. • Rent paid to nonresidents if the rent is
withhold and remit backup withholding • The payment is to an estate and the paid in the course of the withholding
to the Internal Revenue Service(IRS) decedent was a California resident.Use agents business.
are also required to withhold and remit Form 590. • Royalties from natural resources
to the Franchise Tax Board (FTB)on Form 587 does not apply to payments for paid to nonresidents from business
income sourced to California.The wages to employees.Wage withholding activities in Califomia.
Cal'rfornia backup withholding rate is 7% is administered by the California • Payments of prizes for contests
of the payment.For California purposes, Employment Development Department entered in Calffomia.
dividends, interests,and any financial (EDD).For more information,go to • Distributions of California source
institutions release of loan funds made in edd.ca.gov or call 888.745.3886. income to nonresident beneficiaries
from an estate or trust.
the normal course of business are exempt • Endorsement payments received for
from backup withholding.For additional B When to Complete services pertormed in Califomia.
information on California backup The withholding agent requests that the • Other payments of Cal'rfomia source
withholding,go to ftb.ca.gov and search nonresident payee completes,signs, income made to nonresidents.
for backup withholding. and returns Form 587 to the withholding payments not subject to withholding
If a payee has backup withholding,the agent when a cantract is entered into include payments:
payee must contact the FTB to provide a and before a payment is made to the
valid Taxpayer Itlentification Number(TIN) payee.The withholding agent relies on • To a resident of Califomia or to a
before filing a tax return.The follouving are the certification made by the payee to corporation, LLC,or partnership,with
acceptable TINs:social securit�r number determine the amount of withholding a permanent place of business in
(SSN);individual taxpayer identification required, provided the completed and California.
number(ITIN);federal employer signed Form 587 is accepted in good faith. • To a corporation qualified to do
identification number(FEIN);California business in California.
Form 587 remains valid for the duration . For sale of oods.
corporation number(CA Corp no.);or of the contract(or term of payments), . For incomeg rom intangible ersonal
Cal'rfornia Secretary of State(CA SOS) P
provided there is no material change in
file numbec Failure to provide a valid property,such as interest and
TIN will result in the denial of the backup the facts. By signing Form 587,the payee dividends,unless the property has
withholding credit. agrees to promptly notify the withholding acquired a business situs in California.
agent of any changes in the facts. • For services pertormed outside
A Pu OS@ The withholding agent retains Form 587 of California.
� for a minimum of four years and must • To a payee that is a tax-exempt
Use Form 587, Nonresident Withholding provide it to the FTB upon request. organization under either California or
Allocation Worksheet,to determine'rf federal law,use Form 590.
withholding is required,and the amount • To a payee that is a government entity.
of California source income subject to C Income Subject to . To reimburse a payee for expenses
withholdin . Withh0ldieg
9 relating to services pertormed in
Withholding is not required if payees are California Revenue and Taxation Code California if the reimbursement is
residents or have a permanent place of (R&TC)Section 18662 and the related separately accounted for and not
business in Califomia.Get FfB Pub. 1017, regulations require withholding of income subject to federal Form 1099 reporting.
Resident and Nonresident Withholding or franchise tax on certain payments made Corporate payees,for purposes
Guidelines,for more information. to nonresidents(including individuals, of this exception,are treated as
Do not use Form 587 if any of the corporations, partnerships, LLCs,estates, individual persons.
following appiies: and trusts)for income received from
California sources.
• You sold California real estate. D INaivers/Reductions
Use Form 593-C, Real Estate I�lithholding is required if total payments A nonresident payee may request that
Withholding Certificate. of California source income to the W�hholding be waived.To apply for
• The payee is a resident of California nonresident payee during the calendar year
or is a non- rantor trust that has exceed$1,500.The withholding rate is 7% a withholding waiver, use Form 588,
g unless the FTB rants a waivec See General Nonresident Withholding Waiver Request.
at least one California resident g A nonresident taxpayer has the option
trustee.Use Form 590,Withholdin Information D,Waivers/Reductions.
9 to request a reduction in the amount to
Exemption Certificate. Payments subject to withholding include be withheld.To apply for a withholding
• The payee is a corporation, partnership, the following: reduction,use Form 589,Nonresident
or limited liability company(LLC)that • Payments for services pertormed in Reduced Withholding Request.FTB does
has a permanent place of business in California by nonresidents. not grant reductions or waivers for backup
California or is qualified to do business withholding.
Form 587 Instructions 2013 Page 1
E RequiremeM to File a California in column (b).Enter the total OR write to:
California Tax Return amount paid for services in column (c). WITHHOLDING SERVICES AND
A payee's exemption cert'rfication on If the payee's trade,business,or COMPLIANCE MS F182
Form 587, Form 590,or a determination Profession carried on in California is FRANCHISE TAX BOARD
letter from the FTB waiving withholding an integral part of a unitary business PO BOX 942867
carried on within and outside California, SACRAMENTO CA 94267-0651
does not eliminate the requirement to the amounts included on line 1 through You can download,view,and print
file a Cal'rfornia tax return and pay the tax line 5 should be computed by applying California tax forms and publications at
due. For tax return filing requirements, the a ee's California a ortionment
see the instructions for Long or Short p y pp Rb.ca.gov.
Form 540NR,California Nonresident or percentage(determined in accordance OR to get forms by mail write to:
Part-Year Resident Income Tax Retum; With the provisions of the Uniform
Form 541,California Fiduciary Income Tax Division of Income for Tax Purposes TAX FORMS REQUEST UNIT
Return;Form 100,California Corporation Act)to the payment amounts. For more FRANCHISE TAX BOARD
Franchise or Income Tax Return;or information on apportionment,get PO BOX 307
Form 100S,Califomia S Corporation Schedule R,Apportionment and Allocation RANCHO CORDOVA CA 95741-0307
Franchise or Income Tax Return. of Income. For all other questions unrelated to
Withholdieg AgeM withholding or to access the TTYlTDD
Specific Instructions numbers,see the information below.
Withholding,excluding backup Imernet and Telephone Assistance
Defioitions—For withholding terms and withholding,is optional at the discretion of
definitions,go to ftb.ca.gov and search the withholding agent on the first$1,500 Website: ftb.ca.gov
for withholding terms. in payments made during the calendar Telephone: 800.852.5711 from within the
Private Mail Box(PMB)—Include the Year.Withholding must begin as soon as United States
PMB in the address field.Write"PMB" the total payments of Califomia source 916.845.6500 from outside
first,then the box numbec Example:111 income for the calendar year exceetl the United States
Main Street PMB 123. $1,500. If backup withholding is required, 1�1YRDD: 800.822.6268 for persons
Foreign Address—Enter the information there is no set minimum threshold and it mit a�ments or speech
in the following order:City,Country, supersedes all types of withholding. P
Province/Region,and Postal Code. If circumstances change during the year Asistencia Por Internet y Tel6fono
Follow the country's practice for entering (such as the total amount of payments), Sitio web: ftb.ca.gov
the postal code. Do not abbreviate the �►hich would change the amount on line 6, Tel�fono: 800.852.5711 dentro de los
country's name. the payee must submit a new Form 587 Estados Unidos
to the withholding agent reflecting those 916.845.6500 fuera de los
Part I—Withholding Ageot changes.The withholding agent should Estados Unidos
Enter the withholding agent's business or evaluate the need for a new Form 587 -Ry�DD: 800.822.6268 personas con
individual information,not both. when a change in facts occurs. discapacidades auditivas y del
Part II—Nonreside�Payee Certi�cat�on of Nooresideot Payee habla
Enter the payee's business or individual The payee and/or the authorized
information, not both.Check the representative must complete,sign,
appropriate TIN box and provide the ID date,and return this form to the
number. withholding agent.
����_P���T�� Authorized representatives include
those persons the payee authorized to
The nonresident payee must check the act on their behalf through a power of
box that identifies the type of payment attorney,a third party designee,or other
being received. individual taxpayers authorized to view
Part IV—Income Nlocation their confidential tax data via a waiver
or release.
Use Part IV to identify payments that are
subject to withholding.Only payments Additional Information
sourced within California are subject For additional information or to speak to
to withholding.Services pertormed in a representative regarding this form,call
Califomia are sourced in California. In the the Withholding Services and Compliance
case of payments for services pertormed telephone service at:
when part of the services are pertormed Telephone: 888.792.4900
outside California,enter the amount paid
for pertorming services within California 916.845.490Q
in column (a).Enter the amount paid Fax: 916.845.9512
for pertorming services while outside
Page 2 Form 587 Instructions 2013