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{INTENTIO A D ET D.

14. TOWER COMPLIANCE. LESSOR covenants that it will keep the Tower in good repair
as required by all Laws (as defined in Paragraph 35 below). The LESSOR shall also comply with all
rules and regulations enforced by the Federal Communications Commission with regard to the lighting,
marking, and painting of towers. If the LESSOR fails to ee sauce repels, including maintenance, the

LESSEE may ae ML repairs at its. sole cost and the-cest

No materials may be used in the installation of the antennas or transmission lines that will cause
corrosion or rust or deterioration of the Tower structure or its appurtenances. All antenna(s) on the
Tower must be identified by a marking fastened securely to its bracket on the Tower and all transmission
lines are to be tagged at the conduit opening where it enters any user’s equipment space. Throughout the
Term, LESSOR shall supply to LESSEE copies of all structural analysis reposts that are done with
respect to the Tower promptly after the completion of the same.

15. INTERFERENCE. LESSEE agrees to install equipment of the type and frequency which
will not 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 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 future take
possession of the Property will be permitted to install only such equipment that is of the type and frequency
which will not 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 remedies, such as, without limitation, injunctive relief and specific

performance.

16. 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 buildingts}ground-based

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equipment, antenna(s), 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
acknowledges 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. 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

buildingits equipment, antenna(s), fixtures and all personal property are completed.

17. 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 16 herein, untess 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 16 and this Paragraph 17, then the rent then in effect payable from and after the time of the
expiration or earlier removal period set forth in Paragraph 16 shall equal to 150% of the rent applicable
during the month immediately preceding such expiration or earlier termination.

18. RIGHT OF FIRST REFUSAL. If LESSOR elects, during the Term (i) to sell or
otherwise transfer all or any portion of the Property, whether separately or as part of a larger parcel of
which the Property is a part, 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, with or
without an assignment of this Agreement to such third party, LESSEE shall have the right of first refusal
to meet any bona fide offer of sale or transfer on the same terms and conditions of such offer. If LESSEE
fails to meet such bona fide offer within thirty (30) days after written notice thereof from LESSOR,
LESSOR may sell or grant the easement or interest in the Property or portion thereof to such third person
in accordance with the terms and conditions of such third party offer.

19. 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 shalt 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.

20. QUIET ENJOYMENT. LESSOR covenants that LESSEE, on paying the rent and
performing the covenants herein, shal] peaceably and quietly have, hold and enjoy the Premises.

21. TITLE. LESSEE shall perform its own title search to satisfy itself as to the title to the

Property. LESSOR represents and warrants to-LESSEE-as ofthe ereoment—and

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andthat it has full authority to enter into and execute this Agreement:, and that, to the LESSOR.
eovenants-during the-Ferm-that’s best knowledge, there are no liens, judgments or impediments of title
on the Property, or affecting LESSOR’s title to the same and that there are no covenants, easements or
restrictions which prevent or adversely affect the use or occupancy of the Premises by LESSEE as set

forth above.

22. INTEGRATION. It is agreed and understocd 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 to 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.

23. GOVERNING LAW. This Agreement and the performance thereof shall be governed,
interpreted, construed, and regulated by the Laws of the State of New Hampshire. Any action in law or in

equity alleging breach of this lease or which is in any way referable thereto shall be brought in the

Hillsborough County New Hampshire Superior Court for the Southern Judicial Di or the New

24, ASSIGNMENT. This Agreement may be sold, assigned or transferred by the LESSEE
without any approval or consent of the LESSOR to the 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 or transferred without the written consent of the 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.

25. 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: City of Nashua
PO Box 2019, 229 Main Street
Nashuz, New Hampshire, 03061

LESSEE: Cellco Partnership
d/b/a Verizon Wireless

10

4
Bolle
Bobbie D. Bagley, MS, MPH, RN, CPH
Director
City of Nashua Division of Public Health and Community Services
18 Mulberry Street
Nashua, NH 03060
bagleyb@nashuanh.gov

T: 603-589-4546
F: 603-594-3323

“What have you done today to change the world?”
In fond memory of Dr. Selma Deitch

Founder of Child Health Services

Manchester, NH

Check us out on: LiveStories / Facebook / Twitter / Instagram / Youtube

The first nationally accredited health department in New Hampshire.

Confidentiality: The information herein may contain confidential information which is legally privileged. This information is intended only for use by the intended
recipient named above. if you are not the intended recipient, you are hereby notified thet any disclosure, copying, distribution or the taking of any action in reliance on
the contents of this emailed information, except its direct delivery to the intended recipient named above, is strictly prohibited. if you have received this email in error,
please notify the sender by replying to this email.

180 Washington Vailey Road
Bedminster, New Jersey 07921
Attention: Network Real Estate

Notice shail be effective upon actual receipt or refusal as shown on the receipt obtained pursuant
to the foregoing.

26. SUCCESSORS. This Agreement shall extend to and bind the heirs, personal
representative, successors and assigns of the Parties hereto.

27. SUBORDINATION AND NON-DISTURBANCE. LESSOR shall obtain not later than

fifteen (15) days following the execution of this Agreement, a Non-Disturbance Agreement, as defined
below, from its existing mortgagee(s), ground lessors and master lessors, if any, of the Property. At
LESSOR’s option, this Agreement shalt be subordinate to any future master lease, ground lease,
mortgage, deed of trust or other security interest (a “Mortgage”) by LESSOR which from time to time
may encumber all or part of the Property or right-of-way; provided, however, as a condition precedent to
LESSEE being required to subordinate its interest in this Agreement 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’s right to remain 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 subrogated to any and all rights, titles, liens and equities of the holders
of such mortgage or other real property interest and LESSEE shall be entitled to deduct and setoff against
all rents that may otherwise become due under this Agreement the sums paid by LESSEE to cure or

correct such defaults.

28. 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.

29. 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 shail 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 cure to
completion. LESSOR may not maintain any action or effect any remedies for default against LESSEE
unless and unti! 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 cure 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 five (5) business days after receipt of written notice of such breach, to perform an
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 five (5) business 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 five (5) business day period and thereafter diligently pursued to completion.

30. REMEDIES. Upon a default, the non-defaulting Party may at its option (but without
obligation to do so), perform the defaulting Party’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
Party 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 Party may have by reason of such default, the non-defaulting Party may terminate the
Agreement and/or pursue any remedy now or hereafter available to the non-defaulting Party under the
Laws or judicial decisions of the state in which the Premises are located. If either Party so performs any
of the other Party's obligations hereunder, the full amount of the reasonable and actual cost and expense
incurred by the performing Party shall immediately be owing by the other party, and shall be paid 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 the other Party does not pay the performing Party the full undisputed
amount within thirty (30) days of its receipt of an invoice setting forth the amount due, said amount due
may be offset against or added to all fees due and owing to LESSOR until the full undisputed amount,
including all accrued interest, is fully reimbursed to the performing Party.

31, ENVIRONMENTAL.

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 environmental 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.

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
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 limitation 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 following 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 ception, 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

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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
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.}]

IN WITNESS WHERECE, 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:

LESSEE: CELLCO PARTNERSHIP d/b/a Verizon Wireless

By:
Name:
Title:
Dated:

The following Exhibits are attached hereto and incorporated by reference:

“A” — Lease Exhibit showing Premises within Property and location of the Tower

“Ru
“¢* Survey (LESSEE’s option)
a. I ESSOR g Wo

Exhibit “A”

{Sketch of Premises within Property and location of the Tower)