|Free Sample Clause|
18. ANTENNA RIGHTS.
A. SCOPE OF RIGHTS. Subject to the terms and conditions of this Lease (including without limitations, the terms of this Section 28 and provided no Default has occurred under this Lease. Landlord hereby grants Tenant the non-exclusive right to install, maintain and operate during the Term radio antennae or satellite dishes and related equipment (collectively, the "ANTENNA EQUIPMENT") on portions of the roof of the Building in the exact locations reasonably specified by Landlord, after giving good faith consideration to any location requested by Tenant (such locations being referred to as a "SITE"), provided, the Antenna Equipment (i) does not adversely affect in any material manner the structure of the Building, the roof of the Building, the warranty for the roof of the Building or the safety of the Building; (ii) does not adversely affect in any material manner the electrical, mechanical or any other system of the Building or the functioning thereof; (iii) does not adversely interfere with the operation of the Building or the provision of services or utilities to other current or future tenants in the Building; and (iv) is otherwise approved by Landlord in writing (which approval shall not be unreasonably, withheld, conditioned or delayed).
B. COMPLIANCE WITH LAW. Tenant shall install, maintain and operate the Antenna Equipment in compliance with all present and future rules and regulations of any local, State or Federal authority having jurisdiction with respect thereto, including, without limitation, the rules and regulations of the Federal Communications Commission ("FCC"), the Federal Aviation Administration ("FAA") the Antenna Equipment being permitted under the laws, rules and regulations of any other governmental and quasi-governmental authorities having appropriate jurisdiction over the Building or Tenant's use of the Antenna Equipment. Tenant shall deliver to Landlord written proof of compliance within twenty (20) days of Landlord's written request. Tenant shall, with Landlord's good faith, diligent cooperation, obtain all permits, licenses, variances, authorizations and approvals that may be required in order to install the Antenna Equipment.
C. INSTALLATION PROCEDURES.
(i) Prior to installation of the Antenna Equipment and any modifications or changes thereto. Tenant shall submit in writing all plans for Landlord's approval to Landlord, and shall commence work only after having obtained Landlord's written approval, which shall not be unreasonably withheld, conditioned, or delayed. The style, color, materials, exact location and method of installation of the Antenna Equipment are subject to the prior written approval of Landlord, which shall not be unreasonably withheld, conditioned, or delayed.
(ii) All of such installations, modifications or changes shall conform to Landlord's reasonable technical requirements, including but not limited to, design and installation specifications, Interference control devices and weight and windload requirements.
(iii) The Antenna Equipment shall be clearly marked to show Tenant's name, address, telephone number, the name of the person to contact in case of emergency, FCC call sign, frequency and location; the transmissions lines shall be identified at the bottom and top of each line.
(iv) In the event Tenant requires an electric power supply and/or usage different from that currently provided by Landlord, Tenant shall, at its sole cost and expense, obtain such power supply. Any work performed in connection therewith shall comply with the provisions of Sections ____ of the Lease. Any power lines installed by Tenant shall run within Landlord's current easements. Any deviation from such easement rights shall be corrected at Tenant's expense, payable as an additional fee hereunder within ten (10) days of Tenant's receipt of an invoice therefor.
(v) In the event a zoning variance is required in connection with the installation or modification of the Antenna Equipment, Tenant may, with Landlord's good faith, diligent cooperation, seek to obtain such variance at Tenant's sole cost and expense, provided however, that such variance and/or the conditions under which such variance would be granted shall in no way impair or affect the zoning otherwise affecting the Building or any part thereof, including without limitation the Land.
(vi) In all matters where Landlord's approval is required and where Landlord's engineer makes a reasonable determination that interference or other disruption with the business of Landlord or other existing licensees is likely to result from Tenant's contemplated action, Landlord shall have the right to withhold such approval by written notice to Tenant, setting forth in reasonable detail the basis for Landlord's disapproval.
(vii) All work performed at the Building in connection with the installation and modification of the Antenna Equipment shall be performed at Tenant's expense by Tenant's employees or by contractors reasonably approved by Landlord.
(viii) Landlord shall provide to Tenant sufficient access to the Site and affected areas of the base Building for the maintenance and operation of the Antenna Equipment. Access to the Site or other areas of the Building will be available by telephoning the property manager for the Building, the number for which property manager shall be provided to Tenant upon request from time to time. Tenant shall reimburse Landlord for all costs and expenses incurred by Landlord as a result of access outside of the normal business hours of the Building. All access to the Site or other areas of the Building shall be subject to the continuing control of, and reasonable security and safety procedures established by, Landlord.
(ix) Tenant shall pay Landlord (within thirty (30) days after receipt of an invoice therefor) an amount equal to all costs incurred by Landlord to have an engineer review the plans and specifications for the Antenna Equipment and specifications and method for attaching the Antenna Equipment to the Building.
(x) Tenant shall install any screen or other covering for the Antenna Equipment that Landlord in its reasonable discretion may require (the size, type and style of which shall be subject to Landlord's prior written approval) in order to camouflage or conceal the Antenna Equipment.
(xi) The Antenna Equipment shall not be more than thirty-six inches (36") in height and not more than the weight that Landlord shall determine is appropriate for the roof (which Landlord shall specify to Tenant upon Tenant's written request).
(i) The installation, maintenance and operation of the Antenna Equipment shall not interfere electronically or otherwise, with (i) the equipment, facilities, site use and marketability or operations of Landlord, or (ii) the equipment, facilities or operations of Landlord's present licensees or tenants at the Building. If any such interference is caused by the installation, maintenance and operation of the Antenna Equipment, Tenant shall, upon written or oral request, suspend its operations until such time as the interference has been eliminated, except for intermittent testing after performing such repair, modification, replacement or other action for the purpose of correcting the interference. If Tenant is unable to rectify the interference, then upon Landlord's request, Tenant shall (at Tenant's cost) remove the Antenna Equipment from the Building (and restore the Site and the Building area affected to the condition existing prior to installation of the Antenna Equipment) and comply with the provisions of Section 18.E hereof governing removal of the Antenna Equipment. All transmitters and/or repeater systems at the Site shall be equipped with, at a minimum, a single stage isolator and a bandpass filter or bandpass/reject type duplexer. No notch type duplexers will be allowed. Complete technical characteristics for required equipment (including response curves) shall be furnished to Landlord and approved for use prior to Tenant's installation of the Antenna Equipment. Landlord shall use commercially reasonable efforts to ensure that any equipment installed or placed on the roof after the Installation of the Antenna Equipment will be located in an area that is not likely to materially interfere electronically or otherwise with the Antenna Equipment installed by or on behalf of Tenant.
(ii) Tenant waives any and all claims against Landlord for any interference caused to or with Tenant's Antenna Equipment by the present or future equipment or facilities of Landlord or any of its tenants or licensees.
E. MAINTENANCE AND REMOVAL OF THE ANTENNA EQUIPMENT.
(i) Tenant shall, at its sole cost and expense, be responsible for the maintenance of the Antenna Equipment in accordance with all applicable laws and regulations and this Lease. All maintenance work shall be performed by Tenant's employees or by certified contractors, previously approved in writing by Landlord, such approval not to be unreasonably withheld, conditioned or delayed.
(ii) At the expiration or earlier termination of this Lease, Tenant shall remove the Antenna Equipment from the Building (and restore the Site and the Building areas affected to the condition existing prior to installation of the Antenna Equipment) at Tenant's sole cost and expense. The removal shall be performed by a certified contractor previously approved in writing by Landlord (such approval not to be unreasonably withheld, conditioned or delayed), in a workmanlike manner in accordance with a previously approved removal plan (such approval not to be unreasonably withheld, conditioned or delayed) and without causing any interference or damage to the structures, equipment, or operations of Landlord or any of its licensees or tenants at the Building. Should any interference, damage or destruction occur, it shall be immediately remedied by Tenant at Tenant's sole cost and expense. If Tenant fails to eliminate any such interference or to make any such repair within seven (7) business days of receiving written notice of the occurrence of interference or damage, Landlord may perform the necessary work at Tenant's cost and expense and such amount shall be paid by Tenant, as additional Rent hereunder, within thirty (30) days of Tenant's receipt of an invoice therefor.
(i) Except to the extent resulting directly from the gross negligence or willful misconduct of Landlord, Tenant shall indemnify and save Landlord harmless from and against any and all loss, costs, liabilities, damages, judgments, and expenses, including reasonable attorney's fees, in connection with claims resulting from bodily injury or death of any person, or from damage to any property sustained by any person, including Tenant, arising from the installation, removal and maintenance of the Antenna Equipment.
(ii) Tenant covenants and agrees that the installation, operation and removal of the Antenna will be at its sole risk. Landlord shall not be liable to Tenant for any loss, damage or expense arising from any damage to the Antenna Equipment that may be occasioned by, through, or in connection with any acts or omissions of Landlord or Landlord's agents or employees. Tenant agrees to indemnify and hold Landlord and all other persons or entities having facilities located at the Site harmless, from all costs of any damage done to Landlord's or other persons facilities or equipment located at the Building, that occur as a result of the installation, operation or maintenance of Tenant's Antenna Equipment. Tenant hereby assumes the risk of the inability to operate Tenant's Antenna Equipment as a result of any structural or power failure at the Building or failure of Tenant's Antenna Equipment for any reason whatsoever and agrees to indemnify and hold Landlord harmless from all damages and costs of defending any claim or suit for damages of any kind including business interruption (and reasonable attorney's' fees) asserted against Landlord by reason of such failure.
G. TAXES. Tenant hereby acknowledges that the existence of the Antenna Equipment and Tenant's other improvements may result in an increase in the assessed valuation of the Building. Upon receipt of documentation specifically showing that the Antenna Equipment or Tenant's other improvements directly and solely caused such increase Tenant shall reimburse Landlord for any increase in the real estate taxes payable by Landlord as a consequence of the increase in assessed valuations, subject to Tenant's right to obtain an exemption therefor on Landlord's behalf. Landlord shall, at Tenant's sole cost and expense, cooperate with Tenant to obtain an abatement of any such increase assessment. In the event any sales, use or other tax shall be payable by Landlord in connection with this Lease, Tenant shall reimburse Landlord on demand for such payments or shall furnish necessary documentation to the appropriate government authorities to show that fee payments hereunder are exempt from such sales, use or other tax.
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