HomeMy WebLinkAboutAgenda - 06-18-2024; 8-q - Lease of Property to TowerCo to Build a Communications Tower 1
ORANGE COUNTY
BOARD OF COMMISSIONERS
ACTION AGENDA ITEM ABSTRACT
Meeting Date: June 18, 2024
Action Agenda
Item No. 8-q
SUBJECT: Lease of Property to TowerCo to Build a Communications Tower
DEPARTMENT: Asset Management Services
ATTACHMENT(S): INFORMATION CONTACT:
1.) Preliminary Site Plan Alan Dorman, Interim Director, Asset
2.) Resolution Management Services, 919-245-2627
3.) Lease Agreement
PURPOSE: To:
1.) review a lease to TowerCo for a portion of property located at 3605 Walnut Grove Road;
2.) adopt the resolution approving the lease; and
3.) authorize the Manager to sign the lease upon final review by the County Attorney.
BACKGROUND: TowerCo approached the County with an offer to lease a portion of County-
owned property at 3605 Walnut Grove Road in Hillsborough, PIN# 987419070, to install a
communications tower. TowerCo is a leader in the installation and management of
telecommunications towers in the United States.
The Solid Waste Walnut Grove Convenience Center is located on that property, but the subject
portion of the property is not utilized, and there are no plans to expand operations at the site. The
preliminary site plan (Attachment 1) shows the tower placed on the eastern portion of the property.
The lease includes a five-year term and a monthly rent of $1,100, which will increase annually by
1.5%. Additionally, the lease includes the option for four (4) additional five-year terms and the
potential for additional revenue if TowerCo subleases to more than one telecommunications
provider.
Expanding mobile communications into the rural areas of Orange County would benefit residents
by ensuring better connectivity to the Internet and improved mobile-based communications.
FINANCIAL IMPACT: The total revenue in the first year of the lease includes a one-time payment
of $500 on the lease's effective date, along with a monthly rent of $1,100 once the lease
commences, which is the date the tower begins commercial operations. Annual revenue would
be $13,200.
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SOCIAL JUSTICE IMPACT: There are no Orange County Social Justice Goal impacts
associated with this item.
ENVIRONMENTAL IMPACT: There are no Orange County Environmental Responsibility Goal
impacts associated with this item.
RECOMMENDATION(S): The Manager recommends that the Board adopt and authorize the
Chair to sign the resolution approving the lease of a portion of 3605 Walnut Grove Road to
TowerCo, and authorize the Manager to sign the lease upon final review by the County Attorney.
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RES-2024-041 Attachment 2
ORANGE COUNTY BOARD OF COMMISSIONERS
RESOLUTION APPROVING THE LEASE OF A PORTION OF COUNTY PROPERTY
TO TOWERCO TO BUILD A COMMUNICATIONS TOWER
Whereas, North Carolina General Statute 160A-272 authorizes the Board of County
Commissioners to lease County-owned property for the purpose of siting and operating
communications towers for a term of up to 25 years pursuant to a 30-day public notice
and the adoption of a resolution authorizing the lease; and
Whereas, Orange County owns property at 3605 Walnut Grove Church Road,
Hillsborough, NC, 27278, parcel no. 987419070, which is the site of the Walnut Grove
Solid Waste Convenience Center; and
Whereas, TowerCo, a leader in the installation and management of telecommunications
towers in the United States, desires to lease an unused portion of the Walnut Grove
Convenience Center site to build a communications tower; and
Whereas, the lease will include a monthly rent of $1,100 to be increased annually by
1.5% with a five-year term with the option to extend the lease for four (4) additional five-
year terms; and
Whereas; the expansion of mobile communications into the rural areas of Orange County
would benefit the residents of Orange County by ensuring better connectivity to the
internet and mobile-based communications;
NOW THEREFORE, BE IT RESOLVED, that the Orange County Board of
Commissioners hereby approves the lease of the County property described above to
TowerCo for a term of five (5)years commencing on the date of the cell tower's operations,
with the option to extend the lease for four (4) additional five-year terms, and directs the
execution, registration, and filing of all necessary instruments accordingly.
This, the 18t" Day of June 2024.
Jamezetta Bedford, Chair
Orange County Board of Commissioners
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Attachment 3
GROUND LEASE AGREEMENT
THIS GROUND LEASE AGREEMENT ("Lease") is effective as of the latter of the
signature dates below ("Effective Date") by and between ORANGE COUNTY, NORTH
CAROLINA ("Lessor") and TOWERCO 2013 LLC, a Delaware limited liability company
("Lessee").
For good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties hereto agree as follows:
1. Premises. Lessor is the owner of certain real property located in Hillsborough, County of
Orange, State of North Carolina, commonly known as 3605 Walnut Grove Church Road,
Hillsborough, NC 27278 (parcel no. 9867419070) (the "Parent Parcel"), as more particularly
described in Exhibit "A" annexed hereto. Lessor hereby leases to Lessee and Lessee leases from
Lessor approximately ten thousand (10,000) square feet of the Parent Parcel and all access and
utility easements if any ("Easements"), (the 10,000 square feet of lease area and the Easements
shall collectively be referred to as the "Premises") as described in Exhibit B annexed hereto.
2. Use. The Premises may be used by Lessee and Lessee's tenants and licensees for the
transmission and receipt of wireless communication signals in any and all frequencies, the
construction,maintenance, operation, subleasing and licensing of towers, antennas, and buildings,
and related facilities and activities, and for any other uses which are incidental thereto ("Intended
Use"). Lessee and its sublessees and licensees shall have access to the Premises twenty-four (24)
hours a day, seven (7) days a week. Lessor agrees to cooperate with Lessee in obtaining, at
Lessee's expense, all licenses and permits required for Lessee's use of the Premises (the
"Governmental Approvals"). Lessor further agrees to cooperate with Lessee in executing and
delivering any documents requested by Lessee to obtain Government Approvals necessary for its
Intended Use. In the event that Lessee's Intended Use of the Premises is actually or constructively
prohibited then,in addition to any other remedies available to Lessee,Lessee shall have the option
to terminate this Lease with notice to Lessor.
3. Term. The term of this Lease shall be five(5)years commencing on the date Lessee begins
commercial operation of the Improvements (as defined in Paragraph 6(a)) or the third anniversary
of the Effective Date,whichever first occurs("Commencement Date")and terminating on the fifth
(5th)anniversary of the Commencement Date(the"Term")unless otherwise provided in Paragraph
8.
4. Renewal Terms. Lessee shall have the right to extend this Lease for four (4) additional
five (5) year terms ("Renewal Terms"). Each Renewal Term shall be on the same terms and
conditions as set forth in this Lease. This Lease shall automatically be renewed for each successive
Renewal Term unless Lessee notifies Lessor in writing of Lessee's intention not to renew the Lease
at least thirty (30) days prior to the expiration of the Term or the Renewal Term which is then in
effect.
5. Consideration. During the Term, Lessee shall pay Lessor the monthly sum of One
Thousand One Hundred and No/100 DOLLARS ($1,100.00) ("Rent"). Rent shall be payable on
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the first day of each month in advance to Lessor at Lessor's address as specified in paragraph 16
below. Rent shall be increased on the anniversary of the Commencement Date by one and one-half(1.5%)
over the Rent payable during the immediately preceding year.
As further consideration for Lessor to enter into this Lease, Lessee shall pay to Lessor within ten
(10) days of the Effective Date of this Lease, a one-time signing bonus of Five Hundred
DOLLARS ($500).
6. Improvements; Utilities; Access.
(a) Lessee shall have the right, at Lessee's sole cost and expense, to erect and
maintain on the Premises improvements, personal property and facilities necessary or desired for
its Intended Use(collectively the"Improvements"). The Improvements shall remain the exclusive
property of the Lessee throughout the term and after the termination of this Lease. Lessee may
construct, alter, demolish, reconstruct, restore, replace, supplement, modify and reconfigure the
Improvements at any time during the Term or any Renewal Term of this Lease. Lessee shall
remove all of the above-ground portions of the Improvements not later than one hundred eighty
(180) days following any termination of this Lease. Lessor grants Lessee the right to clear all
trees, undergrowth, or other obstructions and to trim, cut, and keep trimmed and cut all tree limbs
which may interfere with or fall upon the Improvements or Premises. Lessor grants Lessee a non-
exclusive easement in,over,across and through other real property owned by Lessor as reasonably
required for construction, installation, maintenance, and operation of the Improvements. In the
event that a guyed tower is constructed on the Premises, Lessor also grants Lessee an easement in,
over, across and through Lessor's real property during the Term and any Renewal Term of this
Lease for the installation and maintenance of and reasonable access to the guy wires and guy wire
anchors.
(b) Lessee shall have the right to install power, telecommunications, cables,
conduit, and any other utilities, including cabinets, vaults and improvements directly related to
such utilities, in an exclusive easement on the Premises, at Lessee's expense, and to improve
present utilities on the Premises (including but not limited to the installation of emergency power
generators). Lessee shall have the right to permanently place utilities on(or to bring utilities across
or under) the Premises and the Improvements. In the event that utilities necessary to serve the
equipment of Lessee or the equipment of Lessee's licensee(s) or sublessee(s) cannot be located
within the Premises, Lessor agrees to cooperate with Lessee and to act reasonably in allowing the
location of utilities on the Parent Parcel or other real property owned by Lessor without requiring
additional compensation from Lessee or Lessee's licensee(s) or sublessee(s). Lessor shall, upon
Lessee's request, execute within fifteen (15) days a separate written easement to the utility
company providing the service or Lessee in a form which may be filed of record evidencing this
right.
(c) Lessor grants to Lessee, its officers, agents, employees, sublessees,
licensees and their independent contractors, the right and privilege to enter upon the Premises and
the Parent Parcel, to perform or cause to be performed test borings of the soil, environmental
audits, engineering studies and to conduct a survey of the Premises and all or part of the Parent
Parcel. Lessor grants Lessee and its sublessees and licensees a license to use such portion of
Lessor's property contiguous to the Premises on a temporary basis as reasonably required during
the Term or any Renewal Term of this Lease for the construction, installation, maintenance or
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TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
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removal of the Improvements,including access for construction machinery and equipment, storage
of construction materials and equipment and staging areas.
(d) Lessor represents and warrants to Lessee that Lessee shall at all times during
this Lease enjoy ingress, egress and access from the Premises twenty-four(24)hours a day, seven
(7) days a week to an open and improved public road which presently exists and which shall be
adequate to service the Premises and the Improvements. If no such public road exists or ceases to
exist in the future, Lessor will grant an exclusive easement to Lessee, Lessee's sublessees and
assigns so that Lessee may, at its own expense, construct a suitable private access drive to the
Premises and the Improvements. To the degree such access is across other property owned by
Lessor, Lessor shall execute an easement within fifteen (15) days of evidencing this right and
Lessor shall maintain access to the Easements in a free and open condition so that no interference
is caused to Lessee by other lessees, licensees, invitees or agents of the Lessor which may utilize
the Easements.
7. Lessor's Representations and Warranties. As an inducement for Lessee to enter into and
be bound by the terms of this Lease, Lessor represents and warrants to Lessee and Lessee's
successors and assigns that Lessor (i) has good and marketable title to the Premises, (ii) has the
authority to enter into and be bound by the terms of this Lease, (iii) to the best of Lessor's
knowledge, there are no pending or threatened lawsuits, administrative actions (including
bankruptcy or insolvency proceedings), suits, claims or causes of action against Lessor or which
may otherwise affect the Premises, and (iv) the Premises are not presently subject to an option,
lease, agreement or other contract which may adversely affect Lessor's ability to fulfill its
obligations under this Lease. Lessor covenants and agrees that it shall not grant an option or enter
into any contract which will adversely affect Lessee's Intended Use (as defined in paragraph 2
above) of the Premises until this Lease expires or is terminated by Lessee. The representations
and warranties of Lessor shall survive the termination or expiration of the term of this Lease.
8. Termination. Except as otherwise provided herein, this Lease may be terminated, without
any penalty or further liability upon written notice as follows:
(a) By either party upon a default of any covenant or term hereof by the other
parry which default is not cured within sixty (60) days of receipt of written notice of default
(without, however, limiting any other rights available to the parties pursuant to any other
provisions hereof); provided, that if the defaulting party commences good faith efforts to cure the
default within such period the cure period may be extended upon mutual agreement, in writing, of
the parties hereto;
(b) Upon thirty(30) days' written notice by Lessee to Lessor if(i) Lessee is
unable to obtain or maintain any license,permit or other Governmental Approval necessary for
the construction and operation of the Improvements or Lessee's business or(ii) Lessee's
Intended Use of the Premises is actually or constructively interfered with; or
(c) By Lessee for any reason upon written notice from Lessee to Lessor.
9. Subleases. Lessee at its sole discretion shall have the right,without the consent of or notice
to Lessor,to license, sublease or otherwise allow the occupancy of all or a portion of the Premises
and the Improvements. If Lessee licenses or subleases a portion of the Premises to a third party
for the purpose of sending and receiving telecommunications signals (each such grant a
"Sublease") then Lessee agrees to pay to Lessor, as additional rent, an amount equal to Two
Hundred and No/100 Dollars ($200.00) per month ("Co-Location Rent") under the following
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TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
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conditions: (i) Lessee shall only be required to pay the Co-Location Rent where the Sublease is
with a major wireless carrier (such as Verizon, AT&T or T-Mobile); and (ii) Lessee shall not be
required to pay Lessor the Co-Location Rent for the first or initial Sublease ("Anchor Tenant").
In the event the Anchor Tenant vacates the Premises, Lessee shall have the right to substitute the
Anchor Tenant with an existing sublessee or licensee who shall become the new Anchor Tenant.
The Co-Location Rent for each such Sublease shall commence beginning on the first day of the
month following the commencement date of each Sublease and continue through the term of that
respective Sublease. That portion of the Rent attributable to the Co-Location Rent shall terminate
on the date each Sublease terminates or expires, whichever is earlier, and Rent thereafter shall be
reduced by an amount equal to the Co-Location Rent for each such Sublease as of the date of such
expiration or termination. Lessee shall have no obligation to pay that portion of the Rent
attributable to the Co-Location Rent for each Sublease unless Lessee actually receives the rent
payment due under each respective Sublease. Lessee shall have sole discretion as to whether, and
on what terms, to enter into, amend or terminate any such Sublease, and there shall be no express
or implied obligation of Lessee to do so nor is Lessor a third-party beneficiary of any Sublease.
Lessee's licensee(s) and sublessee(s) shall be entitled to modify the tower and Improvements, and
erect and install additional improvements and personal property on the Premises and
Improvements, including but not limited to antennas, dishes, cabling,utilities, emergency or back
up power, generators, and equipment shelters. Lessee's licensee(s) and sublessee(s) shall be
entitled to all rights of ingress and egress to the Premises, the right to install utilities on the
Premises and the right to use the Premises for the Intended Use as if said licensee or sublessee
were the Lessee under this Lease.
10. Taxes. Lessee shall pay any personal property taxes assessed on the Improvements. Lessor
agrees to provide to Lessee a copy of any notice, assessment or billing relating to any real or
personal property taxes for which Lessee is responsible under this Lease within thirty(30) days of
receipt of same by Lessor. Lessee shall have the right, at its sole option, and at its sole cost and
expense,to appeal, challenge or seek modification of any real or personal property tax assessment
or billing for which Lessee is wholly or partly responsible for payment under this Lease.
11. Damage or Destruction. If the Premises or the Improvements are destroyed or damaged so
as to hinder the effective use of the Improvements in Lessee's judgment, Lessee may elect to
terminate this Lease as of the date of the damage or destruction by so notifying the Lessor.
12. Condemnation. If a condemning authority takes all of the Premises, or a portion sufficient
in Lessee's determination, to render the Premises in the opinion of Lessee unsuitable for the use
which Lessee was then making of the Premises,this Lease shall terminate the earlier of(i)the date
title vests in the condemning authority or (ii) the date the condemning authority takes possession
of the Premises or a portion of it. Lessor and Lessee shall share in the condemnation proceeds in
proportion to the values of their respective interests in the Premises(which for Lessee shall include,
where applicable, the value of its Improvements, moving expenses, prepaid rent, lost business,
goodwill, and business relocation expenses).
13. Insurance. Lessee, at Lessee's sole cost and expense, shall procure and maintain on the
Premises and on the Improvements,bodily injury and property damage insurance with a combined
single limit of at least One Million and 00/100 Dollars ($1,000,000.00) per occurrence. Such
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TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
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insurance shall insure,on an occurrence basis, against liability of Lessee,its employees and agents
arising out of or in connection with Lessee's use of the Premises and Improvements. Lessor, at
Lessor's sole cost and expense, shall procure and maintain on the Parent Parcel,bodily injury and
property damage insurance with a combined single limit of at least One Million Dollars
($1,000,000)per occurrence. Such insurance shall insure, on an occurrence basis, against liability
of Lessor, its employees and agents arising out of or in connection with Lessor's use, occupancy
and maintenance of the Parent Parcel.
14. Interference. Lessor shall not, nor shall Lessor permit its lessees, licensees, invitees or
agents, to use any portion of the Parent Parcel or adjacent real property owned or controlled by
Lessor in any way which interferes with Lessee's Intended Use of the Premises. Such interference
shall be deemed a material breach of this Lease by Lessor and Lessor shall have the responsibility
to immediately terminate such interference. In the event such interference is not immediately
rectified, Lessor acknowledges that continuing interference will cause irreparable injury to Lessee,
and Lessee shall have the right, in addition to any other rights that it may have at law or in equity,
to bring an action to enjoin such interference or to terminate this Lease with notice to Lessor.
15. Environmental Compliance. Lessor represents,warrants and agrees (1)that neither Lessor
nor,to Lessor's knowledge, any third party has used,generated, stored or disposed of,or permitted
the use, generation, storage or disposal of, any contaminants, oils, asbestos, PCBs, hazardous
substances or wastes as defined by federal, state or local environmental laws, regulations or
administrative orders or other materials the removal of which is required or the maintenance of
which is prohibited, regulated or penalized by any federal, state or local government authority
("Hazardous Materials") on, under, about or within the Parent Parcel and/or Premises in violation
of any law or regulation, and (2) that Lessor will not, and will not permit any third party to use,
generate, store or dispose of any Hazardous Materials on,under, about or within the Parent Parcel
and/or Premises in violation of any law or regulation. Lessee agrees that it will not use, generate,
store or dispose of any Hazardous Material on, under, about or within the Premises in violation of
any law or regulation. This Lease shall at the option of Lessee terminate and be of no further force
or effect if Hazardous Materials are discovered to exist on the Parent Parcel and/or Premises
through no fault of Lessee after Lessee takes possession of the Premises and Lessee shall be
entitled to a refund of all the consideration paid in advance to Lessor under this Lease.
16. Notices. All notices, requests, demands and other communications hereunder shall be in
writing and shall be deemed given if personally delivered or mailed, certified mail, return receipt
requested, or via a nationally recognized overnight delivery service to the following addresses or
to such other addresses as may be specified in writing at any time during the term of this Lease:
If to Lessor, to:
Orange County
300 West Tryon Street
Hillsborough,NC 27278
Attention: County Manager, Bonnie B. Hammersley
Phone: 919-245-2300
Email: bhammersley@orangecountync.gov
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TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
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If to Lessee, to:
TowerCo 2013 LLC
5000 Valleystone Drive
Cary,North Carolina 27519
Attn: Property Management
Site ID #: NC0326
17. Quiet Enjoy. Lessor covenants that it shall comply with all applicable laws,
regulations and requirements related to the Premises and that Lessee shall have the quiet enjoyment
of the Premises during the term of this Lease. Lessor shall indemnify Lessee from and against any
loss, cost, expense or damage including attorneys' fees associated with a breach of the foregoing
covenants. In the event that Lessor fails to keep the Premises free and clear of any liens and
encumbrances, Lessee shall have the right but not the obligation to satisfy such lien or
encumbrance and deduct the full amount paid by Lessee on Lessor's behalf from future
installments of Rent. Lessor agrees to indemnify and hold harmless Lessee from any and all claims
and/or notices of non-compliance brought against Lessor for any breach by Lessor of this warranty,
and Lessor agrees to allow Lessee to continue to quietly enjoy the use of Lessor's Premises while
Lessor remedies any such non-compliance. Should Lessee's use of the Premises become
compromised due to any breach of the warranty and covenants contained in this paragraph,Lessor
acknowledges that Lessee shall be substantially harmed and Lessee will seek to recover from
Lessor any damages Lessee may sustain.
18. Occurrence of Lessor Default. The covenants,representations and conditions in this Lease
are mutual and dependent. Upon the occurrence of any breach or nonperformance of any
representation, warranty, covenant, agreement or undertaking made by Lessor in this Lease
("Default"), Lessee shall have the option to pursue any one or more of the following remedies
without notice or demand: (a) Lessee, may, at its sole election, terminate the Lease; (b) Lessee,
may,without being obligated and without waiving the Default,cure the Default,whereupon Lessor
shall pay to Lessee, upon demand, all costs expenses, and disbursements incurred by Lessee to
cure the Default. Lessee shall be permitted to offset said costs, expenses and disbursements
incurred by Lessee against Rent or any other amounts due or becoming due by Lessee to Lessor
under this Lease; or (c) Lessee shall be entitled to pursue any and all other rights or remedies
available at law or equity, including specific performance of this Lease, with respect to Lessor's
default.
19. Assignment. Lessee may assign this lease without the consent of Lessor to an affiliate or
subsidiary of Lessee or to any successor in interest through a merger where Lessee is not the surviving
entity or where Lessee is fully merged into a third party entity. As to all other parties, Lessee may assign
this Lease only with the consent of Lessor, which shall not be unreasonably withheld, conditioned or
delayed. From and after the date this Lease has been sold, assigned or transferred by Lessee to a
third parry agreeing to be subject to the terms hereof, Lessee shall immediately be released from
any and all liability under this Lease, including the payment of any rental or other sums due,
without any further action.
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TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
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20. Successors and Assigns. This Lease shall run with the Premises and shall be binding upon
and inure to the benefit of the parties, their respective heirs, successors, personal representatives
and assigns.
21. Liability and Indemnity. Lessee shall indemnify and hold Lessor harmless from all claims
(including reasonable attorneys' fees,costs and expenses of defending against such claims)arising
from the negligence or willful misconduct of Lessee or Lessee's agents or employees in or about
the Premises. Lessor shall indemnify and hold Lessee harmless from all claims (including
reasonable attorneys' fees, costs and expenses of defending against such claims) arising from the
negligence or willful misconduct of Lessor or Lessor's agents, employees, lessees, invitees,
contractors or other tenants occurring in or about the Parent Parcel. The duties described herein
survive termination of this Lease.
22. Right of First Refusal; Sale of the Premises. Intentionally Omitted.
23. Miscellaneous.
(a) The substantially prevailing party in any litigation arising hereunder shall
be entitled to its reasonable attorney's fees and court costs, including appeals, if any.
(b) Each party agrees to furnish to the other,within ten (10) days after request,
such truthful estoppel information as the other may reasonably request.
(c) This Lease constitutes the entire agreement and understanding of the parties
with respect to the subject matter of this Lease, and supersedes all offers, negotiations and other
agreements. There are no representations or understandings of any kind not set forth herein. Any
amendments to said Lease must be in writing and executed by the parties.
(d) If either party is represented by a real estate broker in this transaction, that
party shall be fully responsible for any fees due such broker and shall hold the other party harmless
from any claims for commission by such broker.
(e) This Lease shall be construed in accordance with the laws of the state in
which the Premises is situated.
(f) If any term of this Lease is found to be void or invalid, such invalidity shall
not affect the remaining terms of this Lease, which shall continue in full force and effect.
(g) Upon request of Lessee,Lessor shall promptly execute and deliver to Lessee
such documents as Lessee requests to evidence Lessee's rights in the Premises, including a
memorandum of option and a memorandum of lease and/or amendments thereto. Lessee may file
such documents of record in the property records in the county in which the Premises are located.
(h) Lessee may obtain title insurance on its interest in the Premises, and
Lessor shall cooperate by executing documentation required by the title insurance company. In
the event the Premises is encumbered by a mortgage or deed of trust, Lessor agrees to obtain and
furnish, within thirty(30) days written request by Lessee, a non-disturbance agreement to the
effect that Lessee and Lessee's sublessees or licensees will not be disturbed in the occupancy of
the Premises by any foreclosure; provided that the rights and interests of Lessee under this Lease
shall be subject and subordinate to such mortgage or deed of trust.
(i) This Lease may be executed in two or more counterparts, all of which
shall be considered one and the same agreement and shall become effective when one or more
counterparts have been signed by each of the parties, it being understood that all parties need not
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TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
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sign the same counterpart and that scanned or electronically reproduced copies of this Lease shall
have the same force and effect as originals.
0) Lessor will not, during the term of this Lease together with any extensions
thereof, enter into any other lease, license, or other agreement for a similar purpose as set forth
herein, on or adjacent to the Parent Parcel.
(k) In any case where the approval or consent of one party hereto is required,
requested or otherwise to be given under this Lease, such parry shall not unreasonably condition,
delay or withhold its approval or consent.
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TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
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IN WITNESS WHEREOF, Lessor and Lessee have executed this Lease as of the date
affixed to their signatures below.
LESSOR:
ORANGE COUNTY, NORTH CAROLINA
By:
Name:
Title:
Date:
LESSOR ACKNOWLEDGEMENT:
STATE OF NORTH CAROLINA )
COUNTY OF ORANGE )
I, a Notary Public do hereby certify that
[Name] personally came before me this day and acknowledged
that he/she,is the , [Title] of Orange County,North Carolina,and that he/she,
as [Title] being authorized to do so, executed the
foregoing on behalf of the said county.
This the day of 92024.
Notary Public
Print Name
My commission expires: (seal)
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TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
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LESSEE:
TOWERCO 2013 LLC, a Delaware limited liability company
By:
Name: Mike Smith
Title: CFO
Date:
LESSEE ACKNOWLEDGEMENT:
STATE OF NORTH CAROLINA )
COUNTY OF WAKE )
I, , a Notary Public do hereby certify that Mike Smith personally
came before me this day and acknowledged that he is the CFO of TowerCo 2013 LLC, a Delaware
limited liability company, and that he, as CFO being authorized to do so, executed the foregoing
on behalf of the said limited liability company.
This the day of , 2024.
Notary Public
Print Name
My commission expires: (seal)
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TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
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EXHIBIT "A"
DESCRIPTION OF PARENT PARCEL
The Parent Parcel is described and/or depicted as follows:
BEING all of that certain tract or parcel of land containing 18.13 Acres Total (17.99
acres outside R/W and 0.14 acre inside R/W) according to plat of survey by Summit
Consulting Engineers, field work performed December 29, 2006 and entitled "Property
Surveyed for Orange County Solid Waste Management"and being duly recorded at Plat
Book Za/ , Page S�.S~, Orange County Registry,which is hereby incorporated by
reference.
A metes and bounds description is as follows:
BEGINNING at an existing monument found, said monument being located S 64" 23'
15"E 345.89' from GPS Control Point"A" (N=870953.681 feet and E=1965345.617
feet); thence from said beginning point N 87" 30' 43"W 1357.79' to an existing
monument; thence N 12° 27' 28"W 250.90' to an existing monument; thence N 12123'
48"W 223.75' to an existing monument(control corner), said monument lying on the
southern right-of-way line of Walnut Grove Church Road (existing 60' public R/W, SR
1001); thence N 12' 23' 48" W 32.85' to a mathematical point, said mathematical point
lying on the centerline of said Walnut Grove Church Road;thence along and with the
centerline of said road, N 50' 53' 35"E 195.57' to a mathematical point; thence S 40"
47' 05" E 29.84' to an existing monument;thence S 40' 47' 05" E 252.22' to an existing
monument;thence N 86' 16' 38"E 682.20' to an existing monument; thence N 06' 15'
59" E 264.69' to an existing monument; thence S 87" 25' 26"E 407.67' to an existing
monument; thence S 00° 45' 15"E 332.36' to an existing monument; thence S 01°08'
46"E 421.18' to an existing monument, said monument being the point and place of
BEGINNING.
Parcel No. 9867419070
11
TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
16
EXHIBIT "B"
DESCRIPTION OR DEPICTION OF PREMISES
An approximately 100' x 100' (10,000) square foot tract of land, together with easements for
ingress, egress and utilities described or depicted as follows:
(see attached)
Note:At Lessee's option,Lessee may replace this Exhibit with an exhibit setting forth the legal description of the
Premises,or an as-built drawing depicting the site. Any visual or textual representation of the Improvements and
facilities is illustrative only,and does not limit the rights of Lessee as provided for in the Lease. Without limiting
the generality of the foregoing:
1. The Premises may be setback from the boundaries of Lessor's property as required by the applicable
governmental authorities.
2. The access road's width may be modified as required by governmental authorities,including police and fire
departments.
3. The locations of any access and utility easements are illustrative only. Actual locations may be determined by
Lessee and/or the servicing utility company in compliance with local laws and regulations.
12
TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
•• .- '9 .� � - Property Address:
�:p. _ "; 3565 Walnut Grove Road
810'Long Access - ' � •� '�'_ Hills4�wough.Orange County,Itt
30'Wide Ease � Access&Utilities *�'^?.+a'r'-ry 7ax.A+N�eI l0.`J86?��90,a .
r � �� �•ti is w -._ K`M.,
21D'Fdli Ion
� Sprar eCoun�y Prope,ry nw,:,nx:rr cr,rrve c»,�,:
17
�y � - � f S00'x 100'Lease Area
13
TowerCo Site Name:Kenion 'o.r
TowerCo Site Number:NC0326
18
Prepared by and return to:
Jason Catalini
TowerCo
5000 Valleystone Drive, Suite 200
Cary,North Carolina 27519
(Recorder's Use Above this Line)
STATE OF NORTH CAROLINA )
PARCEL NO.: 9867419070
COUNTY OF ORANGE )
MEMORANDUM OF GROUND LEASE AGREEMENT
This Memorandum of Ground Lease Agreement ("Memorandum") is entered into
on this day of , 2024, by and between ORANGE COUNTY, NORTH
CAROLINA, having a mailing address of 300 West Tryon Street, Hillsborough, NC 27278
(hereinafter referred to as "Lessor") and TOWERCO 2013 LLC, a Delaware limited liability
company having a mailing address of 5000 Valleystone Drive, Suite 200, Cary, North Carolina,
27519 (hereinafter referred to as "Lessee").
1. Lessor and Lessee entered into that certain Ground Lease dated the day of
, 2024 (the "Lease") for certain real property and easements as described in
Exhibit B attached hereto (collectively,the "Premises"),which are a portion of that certain parcel
of real property located in Hillsborough, County of Orange, State of North Carolina, described in
Exhibit A attached hereto (the "Land").
2. The Lease shall have an initial term of five (5)years,with four(4) additional five (5)year
renewal terms.
3. The purpose of this Memorandum is to give record notice of the Lease and of the rights
created thereby, all of which are hereby confirmed. In the event of a conflict between the terms of
this Memorandum or the addition of any terms in this Memorandum which are not contained in
the Lease, the Lease shall control. The terms of the Lease are hereby incorporated by reference.
(REMAINDER OF PAGE LEFT INTENTIONALLY BLANK)
1
TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
19
IN WITNESS WHEREOF, the parties have executed this Memorandum under seal as of the
dates set forth in the respective acknowledgements.
LESSOR:
ORANGE COUNTY, NORTH CAROLINA
By:
Name:
Title:
Date:
LESSOR ACKNOWLEDGEMENT:
STATE OF NORTH CAROLINA )
COUNTY OF ORANGE )
I, a Notary Public do hereby certify that
[Name] personally came before me this day and acknowledged
that he/she,is the , [Title] of Orange County,North Carolina,and that he/she,
as [Title] being authorized to do so, executed the
foregoing on behalf of the said county.
This the day of 92024.
Notary Public
Print Name
My commission expires: (seal)
2
TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
20
LESSEE:
TOWERCO 2013 LLC, a Delaware limited liability company
By:
Name: Mike Smith
Title: CFO
Date:
LESSEE ACKNOWLEDGEMENT:
STATE OF NORTH CAROLINA )
COUNTY OF WAKE )
I, , a Notary Public do hereby certify that Mike Smith personally
came before me this day and acknowledged that he is the CFO of TowerCo 2013 LLC, a Delaware
limited liability company, and that he, as CFO being authorized to do so, executed the foregoing
on behalf of the said limited liability company.
This the day of , 2024.
Notary Public
Print Name
My commission expires: (seal)
3
TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
21
EXHIBIT "A"
DESCRIPTION OF LAND
The Land is described and/or depicted as follows:
BEING all of that certain tract or parcel of land containing 18.13 Acres Total (17.99
acres outside RIW and 0.14 acre inside R/W) according to plat of survey by Summit
Consulting Engineers, field work performed December 29, 2006 and entitled "Property
Surveyed for Orange County Solid Waste Management"and being duly recorded at Plat
Book f0 , Page PT—, Orange County Registry, which is hereby incorporated by
reference.
A metes and bounds description is as follows:
BEGINNING at an existing monument found, said monument being located S 64' 23'
15" E 345.89' from GPS Control Point"A" (N=870953.681 feet and E=1965345.617
feet); thence from said beginning point N 87' 30' 43"W 1357.79' to an existing
monument; thence N 121 27' 28"W 250.90' to an existing monument; thence N 12° 23'
48"W 223.75' to an existing monument(control comer), said monument lying on the
southern right-of-way line of Walnut Grove Church Road (existing 60' public R/W, SR
1001); thence N 12° 23' 48"W 32.85' to a mathematical point, said mathematical point
lying on the centerline of said Walnut Grove Church Road;thence along and with the
centerline of said road, N 50" 53' 35"E 195.57' to a mathematical point; thence S 40'
47' 05" E 29.84' to an existing monument;thence S 40' 47' 05" E 252.22' to an existing
monument;thence N 86" 16' 38" E 682.20' to an existing monument; thence N 06' 15'
59" E 264.69' to an existing monument; thence S 870 25' 26"E 407.67' to an existing
monument; thence S 00° 45' 15"E 332.36' to an existing monument; thence S 01°08'
46" E 421.18' to an existing monument, said monument being the point and place of
BEGINNING.
Parcel No. 9867419070
4
TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
22
EXHIBIT "B"
DESCRIPTION OR DEPICTION OF PREMISES
An approximately 100' x 100' (10,000) square foot tract of land, together with easements for
ingress, egress and utilities described or depicted as follows. Exact legal description to be
determined by survey.
(see attached)
Note:At Lessee's option,Lessee may replace this Exhibit with an exhibit setting forth the legal description of the
Premises,or an as-built drawing depicting the site. Any visual or textual representation of the Improvements(as
defined in the Lease)and facilities is illustrative only,and does not limit the rights of Lessee as provided for in the
Lease. Without limiting the generality of the foregoing:
1. The Premises may be setback from the boundaries of Lessor's property as required by the applicable
governmental authorities.
2. The access road's width may be modified as required by governmental authorities,including police and fire
departments.
3. The locations of any access and utility easements are illustrative only. Actual locations may be determined by
Lessee and/or the servicing utility company in compliance with local laws and regulations.
5
TowerCo Site Name:Kenion Road
TowerCo Site Number:NC0326
4�
� Properly Rddre ss-
36U5 Waln�l Grove Road
S30'Long A�ceS r Fi�llshorough,Orange Co�risy,DeC
30'Wide Eai@ AOC2SSge lltiliti25 Tax Parccf ID:99fi741�070
,r
� c 210'Fall2one`
l yi ,'y - �Oiac a Co��'y F•a:e•1� ... ..rn��..
•� �� f 7i7D'><Li](1'Lease Area
23
l
'o.r
TowerCo Site Number:NC0326