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environmental or industrial hygiene conditions arising out of or in any way related to the condition of the
Property or activities conducted thereon, unless such environmental conditions are caused by LESSEE.
Nothing herein shall, nor is intended to, waive any defense, immunity or imitation of liability which may
be available to the Town or their respective officers, agents and employees, under the Maine Tort Claims
Act or any other privileges and/or immunities provided by law.

32. 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 abate during the period of repair fotlowing such fire or other casualty in
proportion to the degree to which LESSEE’s use of the Premises is impaired.

33. 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 purposes
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.

34, SUBMISSION OF AGREEMENT/PARTIAL INVALIDITY/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 shall not invalidate the
remaining provisions of this Agreement. Each of the Parties 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

12

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.

35. 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.

36. 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.

37. 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.

[Signature page follows.]

ane

IN WITNESS WHEREOF, the Parties hereto have signed below on the dates indicated, to be
effective as set forth in the opening paragraph of this Agreement.

LESSOR: CITY OF NASHUA

By: ; ;

Name:

Title: ;

Dated: _ _ a

LESSEE: CELLCO PARTNERSHIP d/b/a Verizon Wireless

By:
Name: - a
Title:

Dated:

The following Exhibits are attached hereto and incorporated by reference:

“A” Lease Exhibit showing Premises within Property and location of the Tower
“B” ~~ Survey (LESSEE’s option)
“C” ~~ LESSOR’s W-9

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Exhibit “A”

(Sketch of Premises within Property and location of the Tower}

113630\14292709

SITE NAME: Nashua 8 NH
SITE NUMBER: 450292
ATTY/DATE: McLane/February-28August 4, 20492021

COMMUNICATIONS TOWER LEASE AGREEMENT

This Agreement, effective as of the later of the dates on which it is signed below (the “Effective
Date”), is made by and between the City of Nashua, New Hampshire, a body corporate and politic,
located in Hillsborough County, and whose mailing address is PO Box 2019, 229 Main Street, Nashua, New
Hampshire, 03061, hereinafter designated LESSOR, and Cellco Partnership, d/b/a Verizon Wireless, a
Delaware general partnership with its principal office located at One Verizon Way, Mail Stop 4A W 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 a “Party”. The Parties make this Agreement with reference to the following facts, which are an integral

part of this Agreement:

A. LESSOR is the owner of the historic Holman Stadium baseball stadium and public park
complex on a certain parcel of property (the entirety of LESSOR’s property is referred to hereinafter as the
“Property”), located at 67 Amherst Street, Nashua, Hillsborough County, New Hampshire. The Property is
shown on the Tax Maps of the City of Nashua as Parcel [D 0063-00052. LESSOR owns and operates
multiple light poles supporting light fixtures to provide nighttime lighting of the baseball field and stadium.

B. LESSEE is a wireless telecommunications carrier that desires to expand and strengthen its
coverage and service in the vicinity of the Property.

Cc. LESSOR has in the past contracted with one or more other wireless providers to replace
one or more light poles at the Property with poles able to support both light fixtures and wireless
communications equipment.

D. LESSOR and LESSEE have agreed that it would further their respective interests if
LESSOR were to permit LESSEE to (i) replace an existing light pole/stanchion with a 130° monopole style
communications tower (the “Tower") to be owned by LESSOR; (ii) relocate the existing stadium light
fixture to the new Tower; and (iii) lease space on and adjacent to the Tower for LESSEE’s wireless
communications facility;-end-44-be-reimbursed-for-the-costs-of the-Tewerthreugh revente-share

users-besides-LESSEE: all in accordance with the terms and conditions set forth in this Agreement.

NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration,
the Parties, intending to be legally bound hereby, agree as follows:

A. Construction Phase

The Parties intend for this Agreement to cover both the short term period of LESSEE’s construction
of the Tower as well as the long term period during which LESSEE will lease a portion of the Tower, and
related rights required for LESSEE’s wireless communications facility. For ease of reference and the
convenience of the Parties, the Agreement is divided into two parts: the Construction Phase and the
Operational Phase. The Construction Phase shall begin as soon as practicable after the Effective Date of
this Agreement and the Operational Phase will begin on the Commencement Date (as defined in Section
3.a. of the Operational Phase portion of this Agreement). During the Construction Phase, the Parties

undertake as follows:

1. Design and Engineering. LESSEE shall commission and arrange for the design,
engineering, construction, and installation oo the owe. by its approved eee ate ores a be
designed and engineered to support;-ata- i: 4 ne e Date equiprme
\eorrers-similertoLESSEE, plus the both Eases S$ equ etent ad
LESSOR's lighting fixture, based on TIA/EIA-222-G, ANSI’s seventh revision for Steel Antenna Towers

and Antenna Supporting Structures.
2. Location. The Tower shall be erected on that area of the Property described or depicted

on Exhibit A attached to this Agreement.

3. Approvals. ea ee assist reas with th applicable fe oak) antenna structure
registration requirements. pale z

forgoing, theThe Parties agree that they shall cooperate reasonably together to apply for and obtain
building permits for the project. Moreover, they agree that there shall be two separate applications and
building permits: (i) the first shall be for the Tower and surrounding compound, including landline
telephone, power, and fiber utilities to, and the security fence surrounding, the Tower compound; and (ii)
the second shall be for LESSEE’s ground-based equipment and LESSEE’s antennas on the Tower.

4, Selection and Use of Third Party Contractors. LESSEE’s construction manager shall

coordinate activities related to the design, engineering, installation, and construction of the Tower, Since
LESSOR is the owner of the Property and will be the owner of the Tower, LESSEE will, to the greatest
extent practicable, arrange for all third-party work product — including engineering drawings, plans,
specifications, warranties, and the like — to run directly in favor of LESSOR.

5. Diligence Required; Timeframe. The Construction Phase shall be considered completed
upon the Commencement Date of the Lease Term (defined below in the Operational Phase section of this
Agreement.) During the Construction Phase, LESSEE shall diligently undertake and pursue the tasks
assigned to it with regard to the design, engineering, construction, and installation of the Tower so that
the Tower is completed and ready for installation of lighting fixtures and communications equipment and

related appurtenances as expeditiously as possible.

6. Qwnership. At all times and for all purposes the Tower, and all related materials -
including, but not limited to, surveys, plans, engineering specifications, drawings, warranties, and the
like - shall be the property of LESSOR and not of LESSEE. LESSEE shall prepare and deliver to
LESSOR any and all documents of transfer, ee or be — as may, be required 0 or et to
document and evidence the formes. Aceord any-lesses-ofthe—le erthe-Prog allte-a

enthe-Fewer- Upon LESSOR’s satisfaction with the installation and operation of its lighting equipment
on the Tower and at the direction of LESSOR, LESSEE shall decommission and remove the existing
light pole.

——F, Transition to Operational Phase. As soon as practicable after completion of the Tower,
the compound surrounding the Tower, including the availability of utilities within the compound, and the

i ion of LESSOR’s equipmentlighting fixture on the Tower and removal of existing tower,
LESSEE shall submit is application for a building permit for its ground-based equipment and antennas.
The date of the issuance of the building permit to LESSEE for its ground-based equipment and antennas
shall trigger the Commencement Date of the Lease (by the mechanism described in Section 3 below), and
the Commencement Date shall mark both the end of the Construction Phase and the beginning of the
Operational Phase, at which time the following provisions shall apply:

B. Operati ha

1, PREMISES. LESSOR hereby leases to LESSEE a portion of that certain space (the
“Tower Space”) on the LESSOR’s Tower, together with a parcel of land (the “Land Space”) sufficient for
the installation of LESSEE’s ground-based equipment; together with the non-exclusive right (“the Right of
Way”) 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, or along a twenty foot (20°) wide right-of-way extending from the nearest public right-of-way
to the Land Space; and together with any further rights of way (the “Further Rights of Way”) over and
through the Property between the Land Space and the Tower Space for the installation and maintenance of
utility wires, poles, cables, conduits, and pipes. The Tower Space, Land Space, Right of Way and Further
Rights of Way, if any, are substantially described in Exhibit A, attached hereto and made a part hereof and
are collectively referred to hereinafter as the “Premises”.

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113620\14292709

In the event any public utility or similar service provider is unable to use the Right of Way or
Further Rights of Way, the LESSOR hereby agrees to grant an additionat right-of-way(s) either to the
LESSEE or to the public utility or service provider at no cost to the LESSEE, provided that the location of
an additional right-of-way on the Property is deemed feasible by LESSOR.

sonparable-eaquipnient-pre ided-said-replacementdees-ne +ereasetoqve pading-« aad 5 pragrees the
LESSEE shall have free access to the Tower at all times for the purpose of installing and maintaining its
equipment. LESSOR shall furnish LESSEE with necessary means of access for the purpose of ingress and
egress to this site and Tower location. It is agreed, however, that only authorized engineers, employees, or
properly authorized contractors of LESSEE or persons under their direct supervision will be permitted to

enter said premises, and that such access will cause no disruption to City events or facilities,

2. SURVEY. LESSOR also hereby grants to LESSEE the right to survey the Property and the
Premises, and said survey shall then become Exhibit GB 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 the LESSEE.

3. TERM: AL.

a. This Agreement shall be effective as of the date of execution by both Parties,
provided, however, the initial lease term shall be for five (5) 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 BighteenForty Three Thousand Two Hundred Dollars ($ :0043,200.00),

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 25 below. The
lease term shall commence based upon the date LESSEE is granted a building permit by the
governmental agency charged with issuing such permits, for LESSEE’s ground-based equipment and
antennas. In the event the date on which LESSEE is granted a buiiding permit falls between the 1* and
15" of the month, then the lease term shall commence on the 1* of that month, and if such date falls
between the 16 and 31" of the month, then the lease term shall commence on the 1* day of the following

month (either the “Commencement Date”).

b. Upon agreement of the Parties, LESSEE may pay rent by electronic funds
transfer and in such event, LESSOR agrees to provide to LESSEE bank routing information for such

purpose upon request of LESSEE.

c, LESSOR hereby agrees to provide to LESSEE certain documentation (the
“Rental Documentation”) evidencing LESSOR’s interest in, and right to receive payments under, this
Agreement, including without limitation: (i) decumentation-aceepiabie-te 7 :

er{ INTENTIONALLY DELETED); (ii) a

4

complete and fully executed Internal 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 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 25. 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, LESSEE acknowledges and agrees that the executed W-9 attached to this
ement as Exhibit “C” is sufficient Rental Documentation for these purposes.

Rs interest-of
j j in, LESSEE shall have no obligation to make any rental
payments to any such assignee(s), transferee(s) or other successor(s) in interest ef LESSOR-until Rentat

Project-Gests,-defined-aboveL ESSEE has received Rental Documentation in the manner set forth in the
: such receipt, LESSEE shall continue to pay rent to LESSOR.
4, EXTENSIONS. This Agreement shall automatically be extended for four (4) additional
five (5) year terms unless LESSEE terminates it at the end of the then current term by giving LESSOR
written notice of the intent to terminate at least six (6) months prior to the end of the then current term.

5. EXTENSION. RENTALS. During the initial term and all subsequent extensions under
Paragraph 4 above, or Paragraph 6 below, the annual rental will increase on each yearly anniversary of the
Commencement Date in an amount equal to enetwo percent (4-92,0%) of the previous year’s annual rent,

6. ADDITIONAL EXTENSIONS. If at the end of the fourth (4th) five (5) year extension
term this 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, this 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 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. The initial term and all

extensions shall be collectively referred to herein as the “Term”.

7. TAXES. LESSEE shall have the responsibility to pay, no later than the due date, any
personal property, real estate taxes, assessments, or charges owed on the Property whichLESSoOR.

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113630\14222702

demonstrates 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 Property is
located), including any increase in real estate taxes at the Property which LESSOR-demensivates-arises from
the LESSEE’s $ improvements ar and/or LESSEE’s use of the Premises. -LESSOR-and LESSEE -shall-each-be

Notwithstanding the foregoing, LESSEE shall not have the obligation to pay any tax, eaesunent 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 | Sa ae for any portion of LESSOR’s income taxes in connection with any

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. 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 paddition to the OTK vie Farts agree a ihe following provisions of NH RSA 72:23 L{b)

ay be amended from tims ime, are an tial part of this agreement;

failure of the LESSEE to pay the duly assessed personal and real estate taxes when due shall be

E UO Te late said lea or agreement by th L SOR .:

ae

ie

Tov added and ov the 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.
All improvements, equipment, antennas, and conduits of LESSEE shall be at LESSEE’s expense and their
installation shall be at the discretion and option of LESSEE. LESSEE shall have the right to replace, repair,
add, or otherwise modify its utilities, equipment, antennas and/or conduits, or any portion thereof, and the
frequencies over which the equipment operates, whether the equipment, antennas, conduits, or frequencies
are specified or not on any exhibit attached hereto, with no increase in rent, during the Term. It is
understood and agreed that LESSEE’s ability to use 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 Approvals”) that may be required by any Federal, State or Local authorities as well as
satisfactory soil boring tests and structural analysis 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

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413630114292702