Board of Selectman Regular Meeting Materials (linked)

aod
THE FIRST AMENDMENT TO LEASE AGREEMENT
This First Amendment to Lease Agreement (this “Amendment’) is made effective as of the latter signature date
hereof (the “Effective Date”) by and between The Town of Waterford, a Connecticut municipal corporation
(“Landlord”) and American Tower Asset Sub II, LLC, a Delaware limited liability company (“Tenant”) (Landlord and
Tenant being collectively referred to herein as the “Parties”).
RECITALS
WHEREAS, Landlord owns the real property described on Exhibit A attached hereto and by this reference made a
part hereof (the “Parent Parcel’); and
WHEREAS, Landlord (or its predecessor-in-interest) and Tenant (or its predecessor-in-interest) entered into that
certain Lease Agreement dated October 23,2008 (as the same may have been amended from time to time,
collectively, the “Lease”), pursuant to which the Tenant leases a portion of the Parent Parcel and is the beneficiary
of certain easements for access and public utilities and, if applicable, easements for guy wires and guy anchors, all
as more particularly described in the Lease (such portion of the Parent Parcel so leased along with such portion of
the Parent Parcel so affected, collectively, the “Leased Premises”), which Leased Premises are also described on
Exhibit A; and
WHEREAS, Tenant entered into that certain Sublease Agreement dated December 14, 2000 with Southern Towers,
Inc., predecessor-in-interest to American Tower Asset Sub Il, LLC (“American Tower’), whereby American Tower
subleases the Leased Premises from Tenant; and
WHEREAS, Landlord and Tenant desire to amend the Lease to extend the term thereof and to otherwise modify
the Lease as expressly provided herein.
NOW THEREFORE, in consideration of the foregoing recitals and the mutual covenants set forth herein and other
good and valuable consideration, the receipt, adequacy, and sufficiency of which are hereby acknowledged, the
Parties hereby agree as follows:
1. One-Time Rental Payment. Tenant shail pay to Landlord a one-time payment in the amount of Six Hundred
Eighty-Five Thousand and No/100 Dollars ($685,000.00)(such one-time payment, the “Pre-Paid Rental
Amount”), payable within ninety (90) days of the last to occur of the following: (a) Tenant's receipt of this
Amendment executed by Landlord, with such execution duly notarized, on or before June 5, 2022; (b) Tenant’s
confirmation that Landlord’s statements as further set forth in this Amendment are true, accurate, and
complete as of the Effective Date; (c) Tenant’s receipt of any documents and other items reasonably
requested by Tenant in order to effectuate the transaction and payment contemplated herein including,
without limitation, an Internal Revenue Service W-9 form (Request for Taxpayer Identification and
Certification); (d) receipt by Tenant of an original Memorandum of Lease in the form and of the substance
attached hereto as Exhibit B and by this reference made a part hereof (the “Memorandum”) executed by
Landlord, with such execution duly notarized, together with any applicable forms needed to record the
Memorandum, which forms shall be supplied by Tenant to Landlord; and (e) if applicable, a closing statement
executed by Landlord. The monthly and/or annual rental payments and any other monetary amounts payable
under the Lease shail continue to be due and payable in accordance with the terms of the Lease until such
time as the Pre-Paid Rental Amount due hereunder has been paid (such date payment is made, the “Closing”).
From and after the Closing, any and all such rental and other monetary amounts payable under the Lease
(excluding reimbursements explicitly provided for in the Lease which remain in effect) shall no longer be in
effect and Tenant shall have no obligation to pay the same. Tenant shail have the right to deduct from the
Pre-Paid Rental Amount, on a prorated basis, any prepaid monthly and/or annual rental payments or other
proceeds payable under the Lease attributable to the period subsequent to the first day of the next calendar
month following the Closing. Notwithstanding anything to the contrary contained in the Lease, the Pre-Paid
Rental Amount shall be paid to Waterford CT. in the event the conditions precedent to Tenant’s obligation to
pay the Pre-Paid Rental Amount delineated hereunder are not satisfied, Tenant, in Tenant’s sole and absolute
Site No: 310972
Site Name: WATERFORD REBUILD CT

discretion, may elect not to counter-execute this Amendment in which case the Lease shall remain in full force
and effect without giving effect to the terms herein.
Lease Term Extended. In consideration for payment of the Pre-paid Rental Amount, the current term of the
Lease is hereby extended to that date which is Fifty (50) years after the Effective Date (such extended term,
the “Term”). Notwithstanding anything to the contrary contained in the Lease, Landlord shall be able to
terminate this Lease only in the event of a material default by Tenant, which default is not cured within sixty
(60) days of Tenant’s receipt of written notice thereof, provided, however, in the event that Tenant has
diligently commenced to cure a material default within sixty (60) days of Tenant’s actual receipt of notice
thereof and reasonably requires additional time beyond the 60-day cure period described herein to effect
such cure, Tenant shall have such additional time as is necessary (beyond the 60-day cure period} to effect the
cure. Tenant may terminate the Lease at any time during the Term upon 30 days prior written notice.
Landlord and Tenant hereby agree that in addition to any rights or remedies under the Lease, Tenant shall
only be entitled to recoup the Rent, prorated evenly, attributable to the period of time remaining in the Term
subsequent to a termination of the Lease by Tenant following (i) an uncured breach of the Lease by Landlord;
or (ii) the discovery of a material misrepresentation by Landlord. Misrepresentation as used herein means an
intentional false statement respecting a matter of fact, made by Landlord, which is material to this
Amendment and influential in causing Tenant to agree to enter into this Amendment. If Tenant is entitled to
recoup a portion of the Rent pursuant to the foregoing, then Landlord shall remit such portion to Tenant
within 30 (thirty) days of Tenant’s written demand therefor.
Landlord and Tenant Acknowledgments. Except as modified herein, the Lease and all provisions contained
therein remain in full force and effect and are hereby ratified and affirmed. The parties hereby agree that no
defaults exist under the Lease. To the extent Tenant needed consent and/or approval from Landlord for any
of Tenant’s activities at and uses of the site prior to the Effective Date, including subleasing to American
Tower, Landlord’s execution of this Amendment is and shall be considered consent to and approval of all such
activities and uses and confirmation that no additional consideration is owed to Landlord for such activities
and uses. Landlord hereby acknowledges and agrees that Tenant shall not need consent and/or approval from
Landlord for any future activities at or uses of the Leased Premises, including, without limitation, subleasing
and licensing to additional customers, installing, modifying, repairing, or replacing improvements within the
Leased Premises, installing identifying signs, including those required by any governmental authority, and/or
assigning all or any portion of Tenant’s interest in this Lease, as modified by this Amendment. Upon
assignment, Tenant will be released from any liability arising after the date of such assignment, and the
assignee will be responsible for all future obligations of Tenant under the Lease. Tenant and Tenant’s
sublessees and customers shall have vehicular (specifically including truck) and pedestrian access to the
Leased Premises from a public right of way on a 24 hours per day, 7 days per week basis, together with utilities
services to the Leased Premises from a public right of way. Upon request by Tenant, Landlord hereby agrees
promptly to execute and deliver building permits, zoning applications and other forms and documents
required for the use of the Leased Premises by Tenant and/or Tenant’s customers, licensees, and subleases.
Landlord further grants to Tenant a limited power of attorney for the sole purpose of executing any building
permits, land use and zoning applications on behalf of Landlord that are required by the local jurisdiction for
Tenant and Tenant’s customers to operate and conduct telecommunications or wireless business at the
Leased Premises. Tenant has the right to install a second, temporary cell-tower structure while Tenant is
performing any modification, maintenance, repair or replacement of the existing tower or a future tower
located at the Leased Premises. The temporary structure will be promptly removed by Tenant upon the
completion of such modification, maintenance, repair or replacement. Tenant or its customers have the right,
but not the obligation, to remove the tower, their equipment, structures, fixtures and other personal property
from the Leased Premises at any time during the Term and within ninety (90) days after the expiration or
termination hereof. Landlord hereby acknowledges and agrees that Tenant shail have the right to replace, in
whole or in part, the description(s) of the Leased Premises set forth on Exhibit A with a legal description or
Site No: 310972
Site Name: WATERFORD REBUILD CT

legal descriptions based upon an as-built survey. The terms, provisions, and conditions of this Section shall
survive the execution and delivery of this Amendment.
Non-Compete. During the original term, any Existing Renewal Terms, and/or any New Renewal Terms of this
Lease, Landlord shall not sell, transfer, grant, convey, lease, and/or license by deed, easement, lease, license
or other legal instrument, an interest in and to, or the right to use or occupy any portion of the Parent Parcel
or Landlord’s contiguous, adjacent, adjoining or surrounding property to any person or entity directly or
indirectly engaged in the business of owning, acquiring, operating, managing, investing in or leasing wireless
telecommunications infrastructure (any such person or entity, a “Third Party Competitor’) without the prior
written consent of Tenant, which may be withheld, conditioned, and/or delayed in Tenant’s sole, reasonable
discretion.
Limited Right of First Refusal. Notwithstanding anything to the contrary contained herein, this paragraph shall
not apply to any fee simple sale of the Parent Parcel from Landlord to any prospective purchaser that is not a
Third Party Competitor or to American Tower. If Landlord receives an offer or desires to offer to: (i) sell or
convey any interest (including, but not limited to, leaseholds or easements) in any real property of which the
Leased Premises is a part to a Third Party Competitor or (ii) assign ail or any portion of Landlord’s interest in
the Lease to a Third Party Competitor (any such offer, the “Offer’), Tenant shall have the right, exercisable in
Tenant’s sole and absolute discretion, of first refusal to purchase the real property or other interest being
offered by Landlord in connection with the Offer on the same terms and conditions. If Tenant elects, in its
sole and absolute discretion, to exercise its right of first refusal as provided herein, Tenant must provide
Landlord with notice of its election not later than forty-five (45) days after Tenant receives written notice from
Landlord of the Offer. If Tenant elects not to exercise Tenant's right of first refusal with respect to an Offer as
provided herein, Landlord may complete the transaction contemplated in the Offer with the Third Party
Competitor on the stated terms and price but with the express condition that such sale is made subject to the
terms of the Lease, as modified by this Amendment. Landlord hereby acknowledges and agrees that any sale
or conveyance by Landiord in violation of this Section is and shall be deemed to be null and void and of no
force and effect. The terms, provisions, and conditions of this Section shall survive the execution and delivery
of this Amendment. For the avoidance of doubt, American Tower, its affiliates and subsidiaries, shall not be
considered a Third Party Competitor and this provision shall not apply to future transactions with American
Tower, its affiliates and subsidiaries.
Landlord Statements; Title to Parent Parcel. Landlord hereby represents and warrants to Tenant that: (i) to
the extent applicable, Landlord is duly organized, validly existing, and in good standing in the jurisdiction in
which Landlord was organized, formed, or incorporated, as applicable, and is otherwise in good standing and
authorized to transact business in each other jurisdiction in which such qualifications are required; (ii)
Landlord has the full power and authority to enter into and perform its obligations under this Amendment,
and, to the extent applicable, the person(s) executing this Amendment on behalf of Landlord, have the
authority to enter into and deliver this Amendment on behalf of Landlord; (ili) no consent, authorization,
order, or approval of, or filing or registration with, any governmental authority or other person or entity is
required for the execution and delivery by Landiord of this Amendment; (iv} Landlord is the sole owner of the
Leased Premises and all other portions of the Parent Parcel; and (v) there are no agreements, liens,
encumbrances, claims, claims of lien, proceedings, or other matters (whether filed or recorded in the
applicable public records or not) related to, encumbering, asserted against, threatened against, and/or
pending with respect to the Leased Premises or any other portion of the Parent Parcel which do or could (now
or any time in the future) adversely impact, limit, and/or impair Tenant’s rights under the Lease, as amended
and modified by this Amendment, including, without limitation, any mortgages or other security
instrument(s), Landlord hereby represents and warrants that so long as Tenant performs its obligations under
the Lease, Tenant shall peaceably and quietly have, hold and enjoy the Leased Premises, and Landiord shall
not act or permit any third person to act in any manner which would interfere with or disrupt Tenant's
Site No: 310972
Site Name: WATERFORD REBUILD CT

business or frustrate Tenant or Tenant’s customers’ use of the Leased Premises. The representations and
warranties of Landlord made-in this Section shall survive the execution and delivery of this Amendment.
Landlord hereby does and agrees to indemnify Tenant for any damages, losses, costs, fees, expenses, or
charges of any kind sustained or incurred by Tenant as a result of the breach of the representations and
warranties made herein or if any of the representations and warranties made herein prove to be untrue. The
aforementioned indemnification shall survive the execution and delivery of this Amendment.
7. NDA. If all or any portion of the Parent Parcel is encumbered by a mortgage or other security instrument,
Landlord agrees to obtain a Non-Disturbance Agreement (“NDA”) from the applicable lender(s) on a form to
be provided by Tenant. If, despite Landlord’s best efforts, Landlord is unable to obtain the NDA, Landlord may
request a risk assessment to determine whether Tenant will counter-execute and move forward with this
Amendment without an NDA, in which case Landlord shall provide Tenant with authorization to verify
Landlord’s credit worthiness and any additional documentation and/or information requested by Tenant in
connection with such risk assessment.
8. Confidentiality. Notwithstanding anything to the contrary contained in the Lease or in this Amendment,
Landlord agrees and acknowledges that all the terms of this Amendment and the Lease and any information
furnished to Landlord by Tenant in connection therewith shall be and remain confidential. Except with
Landlord’s family, attorney, accountant, broker, lender, a prospective fee simple purchaser of the Parent
Parcel, or if otherwise required by law, Landlord shall not disclose any such terms or information without the
prior written consent of Tenant. The terms and provisions of this Section shall survive the execution and
delivery of this Amendment.
9. Notices. All notices must be in writing and shail be valid upon receipt when delivered by hand, by nationally
recognized courier service, or by First Class United States Mail, certified, return receipt requested to the
addresses set forth herein; To Seller at: 15 Rope Ferry Road, Waterford, CT 6385; To Buyer at: Attn.: Land
Management 10 Presidential Way, Woburn, MA 01801, with copy to: Attn.: Legal Dept. 116 Huntington
Avenue, Boston, MA 02116. Any of the Parties, by thirty (30) days prior written notice to the others in the
manner provided herein, may designate one or more different notice addresses from those set forth above.
Refusal to accept delivery of any notice or the inability to deliver any notice because of a changed address for
which no notice was given as required herein, shall be deemed to be receipt of any such notice.
10. Counterparts. This Amendment may be executed in several counterparts, each of which when so executed
and delivered, shall be deemed an original and all of which, when taken together, shall constitute one and the
same instrument, even though all Parties are not signatories to the original or the same counterpart.
Furthermore, the Parties may execute and deliver this Amendment by electronic means such as .pdf or similar
format. Each of the Parties agrees that the delivery of the Amendment by electronic means will have the
same force and effect as delivery of original signatures and that each of the Parties may use such electronic
signatures as evidence of the execution and delivery of the Amendment by all Parties to the same extent as an
original signature.
11. Governing Law. Notwithstanding anything to the contrary contained in the Lease and in this Amendment, the
Lease and this Amendment shall be governed by and construed in all respects in accordance with the laws of
the State or Commonwealth in which the Leased Premises is situated, without regard to the conflicts of laws
provisions of such State or Commonwealth.
12, Waiver. Notwithstanding anything to the contrary contained herein, in no event shall Landlord or Tenant be
liable to the other for, and Landiord and Tenant hereby waive, to the fullest extent permitted under applicable
law, the right to recover incidental, consequential (including, without limitation, lost profits, loss of use or loss
of business opportunity), punitive, exemplary and similar damages.
Site No: 310972
Site Name: WATERFORD REBUILD CT

13.
14,
Tenant's Securitization Rights; Estoppel. Landlord hereby consents to the granting by Tenant and/or
American Tower of one or more leasehold mortgages, collateral assignments, liens, and/or other security
interests (collectively, a “Security interest”) in Tenant's (or American Tower's) interest in this Lease, as
amended, and all of Tenant’s (or American Tower's) property and fixtures attached to and lying within the
Leased Premises and further consents to the exercise by Tenant's (or American Tower's) mortgagee (“Tenant’s
Mortgagee”) of its rights to exercise its remedies, including without limitation foreclosure, with respect to any
such Security Interest. Landlord shall recognize the holder of any such Security interest of which Landlord is
given prior written notice (any such holder, a “Holder’) as “Tenant” hereunder in the event a Holder succeeds
to the interest of Tenant and/or American Tower hereunder by the exercise of such remedies. Landlord
further agrees to execute a written estoppel certificate within thirty (30) days of written request of the same
by Tenant, American Tower or Holder.
Taxes. The Parties acknowledge and agree that Section 12 of the Lease is hereby deleted in its entirety and is
of no further force and effect. From and after the Effective Date the obligations of the Parties with respect to
taxes shall be controlled by this Section of this Amendment. During the term of the Lease, as modified by this
Amendment, Tenant shall pay when due all real property, personal property, and other taxes, fees, and
assessments that are directly attributable to Tenant's improvements on the Leased Premises (the “Applicable
Taxes”) directly to the local taxing authority to the extent that the Applicable Taxes are billed directly to
Tenant. Tenant hereby agrees to reimburse Landlord for any Applicable Taxes billed directly to Landlord
(which shall not include any taxes or other assessments attributable to periods prior to the Effective Date).
Landlord must furnish written documentation (the substance and form of which shall be reasonably
satisfactory to Tenant) of any Applicable Taxes along with proof of payment of the same by Landlord.
Landlord shall submit requests for reimbursement in writing to: American Tower Corporation, Attn: Landlord
Relations, 10 Presidential Way, Woburn, MA 01801 unless otherwise directed by Tenant from time to time.
Subject to the requirements set forth in this Section, Tenant shall make such reimbursement payment within
forty-five (45) days of receipt of a written reimbursement request from Landlord. Anything to the contrary
notwithstanding, Landlord is only eligible for reimbursement if Landlord requests reimbursement within one
(1) year after the date such taxes became due. Additionally, Landlord shail not be entitled to reimbursement
for any costs associated with an increase in the value of Landlord’s real property calculated based on any
monetary consideration paid from Tenant to Landlord. !f Landlord fails to pay when due any real property,
personal property, and other taxes, fees, and assessments affecting the Parent Parcel, Tenant shall have the
right, but not the obligation, to pay such taxes on Landlord’s behalf and: (i) deduct the full amount of any such
taxes paid by Tenant on Landlord’s behalf from any future payments required to be made by Tenant to
Landlord hereunder; (ii) demand reimbursement from Landlord, which reimbursement payment Landlord shall
make within thirty (30) days of such demand by Tenant; and/or (iii) collect from Landlord any such tax
payments made by Tenant on Landlord’s behalf by any lawful means.
[SIGNATURES COMMENCE ON FOLLOWING PAGE]
Site No: 310972
Site Name: WATERFORD REBUILD CT

IN WITNESS WHEREOF, Landlord and Tenant have each executed this Amendment as of the day and year set forth
below.
LANDLORD 2 WITNESSES
The Town of Waterford,
a Connecticut municipal corporation
Signature:
Signature: Print Name:
Print Name:
Title: Signature:
Date: Print Name:
WITNESS AND ACKNOWLEDGEMENT
State/Commonwealth of
County of
On this day of ,202___, before me, the
undersigned Notary Public, personally appeared , who
proved to me on the basis of satisfactory evidence) to be the person(s} whose name(s) is/are subscribed to the
within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the instrument, the person(s) or the entity upon which the
person(s} acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
[SIGNATURES CONTINUE ON FOLLOWING PAGE]
Site No: 310972
Site Name: WATERFORD REBUILD CT

TENANT WITNESS
American Tower Asset Sub Ii, LLC
a Delaware limited liability company
Signature: Signature:
Print Name: Print Name:
Title:Date: Signature:
Print Name:
WITNESS AND ACKNOWLEDGEMENT
State/Commonwealth of
County of
On this day of , 202___, before me, the
undersigned Notary Public, personally appeared , who
proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s} is/are subscribed to the
within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the instrument, the person(s) or the entity upon which the
person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
Site No: 310972
Site Name: WATERFORD REBUILD CT

EXHIBIT A
This Exhibit A may be replaced at Tenant’s option as described below
PARENT PARCEL
Tenant shall have the right to replace this description with a description obtained from Landlord’s deed (or deeds)
that include the land area encompassed by the Lease and Tenant’s improvements thereon
The Parent Parcel consists of the entire legal taxable Jot owned by Landlord as described in a deed (or deeds) to
Landlord of which the Leased Premises is a part thereof with such Parent Parcel being described below.
Located in the Town of Waterford, County of New London and State of Connecticut bounded an
described as follows: Beginning at 4 point on a stone wall being the property fine between land
wf of Secvhiaroli and Sons, Inc. and other land of Cancia, said point being three hundred and
fifty feet (350) more or less westerly of Miner Lane; ‘
thence, by land wf of Secchiarali and Sons, Inc., along a stone wall, N 87° 27* 30" W, 66.46 feet
to a point on said wall;
thence, along a stone wall N 86° 16° dO” W, 386.07 feet to 4 point on said wall:
thence, along a stone wall N 03° 39° 15” W, 24.39 feet to a point on said wall;
thence, along a stone wall, N 87° 36’ 00" W, 802660 feet to a point on said wall marking the
intersection of lands 1/f of Elei Realty Company, land n/f of Secchiarali and Sons, Inc. and other
land of Cancio;
thence, by land n/f of Elci Realty Company, along 4 stone wall § 06° 39° 15° E 191.57 feet to a
point on said wall;
thence, along a stone wall § 12° 39” 45” E, 75.06 feet to a point on aaid wall;
thenve, along a stone wall § 14° 25° 30” E, 75.03 feet to a point on said wall:
thence, along a atone wail S 09° 53° 45” B, 102.30 feet to an existing iron pin marking the
intersection of land n/f of the Elci Realty Company, land of Laurel Crest Drive Association and
land of the Cascio;
thence, in part by land n/f of Laurel Crest Drive Association and in part by land n/f of Charles
Rajewski, along a stone wall § 09° 13° 15” E, 44310 feet to a point on said wall marking the
intersection of lands n/f of Charles Rajewski, land n/f of Nathan Sr. and Rhoda Page and other
land of Cascio;
thence, by land n/f of Nathan Sr. and Rhoda Page, along a stone wall § 87° 00° 30" EB, 920.44
feet to a point on said wall;
thence, along a stone wall S 867 49° 15" E, 329.54 feet to a point on said wall marking the
intersection of land o/f of Nathan Sr. and Rhoda Page, land a/f of Florence Caims Estate and
land of the Cascios;
thence, by Jand n/f of the Florence Caims Estate, N 09° 53' 30” W, 360.00 feet to a point;
thorice, continuing along land n/f of the Florence Caims Estate § 88° 05' 15" E, 320.00 fest toa
point on the westerly highway line of Miner Lane;
Site No: 310972
Site Name: WATERFORD REBUILD CT

EXHIBIT A (continued)
thence, along the westerly highway line of Miner Lane N 05° 23° 15° W, 126.02 feet to a point
on said lines
thence, along other land of Cascio N 88° 05° 15” W, 349.88 feet to a point;
thence, continuing along other land of Cascio N 05° 19° 45° W, 380.06 feet to a point on a stone
wall being the point and place of beginning. —
For a more particular description reference-is made 16 Survey Map 1103-A Entitled “the Town of
Waterford, land to be Acquired from Cascio, Peter and Rosario, scale }” ~ 100", dated May,
1980" to be fled in Waterford Land Records. :
LEASED PREMISES
Tenant shall have the right to replace this description with a description obtained from the Lease or froma
description obtained from an as-built survey conducted by Tenant.
The Leased Premises consists of that portion of the Parent Parcel as defined in the Lease which shall include access
and utilities easements. The square footage of the Leased Premises shall be the greater of: (i) the land area
conveyed to Tenant in the Lease; (ii) Tenant’s existing improvements on the Parent Parcel; or (iii) the legal
description or depiction below (if any).
ORIGINAL LEASED AREA
A certain parcel of land on the westerly side of Miner lane in the Towa of Waterford, County of
New London and State of Connecticut as shown on a plan entitled “Survey Plan Prepared For
SOUTHERN NEW ENGLAND TELEPHONE COMPANY Showing Parcet ‘To Be Leased From
TOWN OF WATERFORD - Miner Lane - Waterford, Connecticut - Seale ["=30' - 5/21/1984,
tevised 4/17/1986 ~ Kiellyka, Woadis & Pike, Land Surveyors - Killiagly, Connecticut", being
bounded and described as follows:
Beginning at an iron pin on the westerly side of a stone wall which iron pin marks the
northeasterly comer of the herein described leased parcel, said iron pin is located approximately
130' more or less northerly of the property line between land Town of Waterford and land now or
formerly of Nathan C. Page, Sr. & Rhoda B, Page and also approximately 325' more or less
westerly of Miner Lane (the first mentioned iron pin is more particularly located as follows: From
the point on the westerly line of Miner Lane marking the northeast comer of land now or
formerly of Arthur Cairns at a corner of land of said Town of Waterford; thence N 88°05'15" W
along the line separating land now or formerly of Cairns and land of Town of Waterford, 320,00
to an iron pin; thenee S 4°00'S9" E across Jand of said Town of Waterford 222.15" to the iron pin
first mentioned); thence from the first mentioned iron pin § $9°39'35" W, 50.00' to an iron pin;
thence § 0°20'25" E, 50.00’ to an iron pin; thence N 89°39'35" E, 50.00! fo an iron pin; thence N
0°20'25" W, 50.00' to an iron pin and the point of beginning,
The above described parcel contains 2,500 s.f. more or less and is a portion of that land described
in Statement of Compensation, Town of Waterford V8 peter Cascio and Rosario Cascio, dated
may 13, 1981 and recorded in Vol. 259 Pg. 774 of the Town of Waterford Land Records.
EXPANDED LEASED AREA
Situated in the Tows of Waterford, County of New London, State of Connecticut and known as
being a 6,745 3q.ft. lease area over atid upon the lands described in deed to the Town of
Waterford by Deed Book 249, Page 774 of the aforesaid County Records of Deeds and beitig
more particularly described by metes and bounds as follows;
Commencing at point on the westerly line of Miner Lane marking the northeast corner of land
now or formerly of NATHAN AND JOANNE PAIGE at a corner of land of said Town of
Waterford; thence N 88°05'15" W along the line separating land naw or formerly of Paige and
land of Town of Waterford, 320,00 feet fo a point; thence § 4°00'59" E across land of said Town
of Waterford 222.15 feet to 4 point; thence § 0°20'25" £, 50.00 feet to an Iron Pipe found for the
Point of Beginning;
Site No: 310972
Site Name: WATERFORD REBUILD CT

EXHIBIT A (continued)
THENCE continuing across the Town of Waterford parcel, the following courses and distances,
to wit:
-§ 89°39'35" W, a distance of 50,00 feet to a point,
-N 00°20'25" W, a distance of 40,32 feet to a point;
~§ 87°44'28" W, a distance of 51.85 feet to a point;
-§ 01°13'10" E, a distance of 83.31 feet to a point;
~§ 87°57'22" E, a distance of 100,63 feet to a point;
-N 00°20'25" E, a distance of 48.71 feet to the POINT OF BEGINNNG;
Said ease area encumbering 6,745 square feet, more or less,
ACCESS AND UTILITIES
The access and utility easements include all easements of record as well that portion of the Parent Parcel currently
utilized by Tenant for ingress, egress and utility purposes from the Leased Premises to and from a public right of
way including but not limited to:
Situated in the Town of Waterford, County of New London, State of Connecticut and known as
being a proposed 15 feet wide access easement over, upon and through the lands described in
deed to the Town of Waterford by Book 259, Page 774 of the aforesaid County Records of Deeds
and lying 10 feet left and right of the following described center line:
COMMENCING in the west line of Miner Lane for the most easterly north corner of said Town
of Waterford tract of land,
THENCE with the west line of Miner Lane, South 05°23'15" East, a distance of 35.45 feet to the
POINT OF BEGINNING of the herein proposed access easement;
THENCE leaving Miner Lane and crossing the Town of Waterford tract;
-North $8°05'15" West, a distance of 114.46 feet to a point;
-South 87°39'31" West, a distance of 109,87 feet to a point;
~North 73°23'47" West, a distance of 158.45 feet to a point;
-South 30°34'23" West, a distance of 147.61 feet to a point;
-South 26°42'31" East, a distance of 245.02! feet to the terminus of said centerline and containing
11,644 square feet (0.2673 acres) of land.
Site No: 310972
Site Name: WATERFORD REBUILD CT

EXHIBIT B
FORM OF MEMORANDUM OF LEASE
Site No: 310972
Site Name: WATERFORD REBUILD CT

Prepared by and Return to:
American Tower
10 Presidential Way
Woburn, MA 01801 Prior Recorded Lease Reference:
Attn: Land Management/Danielle DiPersia, Esq. VOL 1141, Page 194
ATC Site No: 310972 Instrument No: 00092466
ATC Site Name: WATERFORD REBUILD CT State of Connecticut
Assessor’s Parcel No(s): WATE-000153-000000-004766 County of Waterford
MEMORANDUM OF LEASE
This Memorandum of Lease (the “Memorandum’)} is entered into on the day of
202___ by and between The Town of Waterford, a Connecticut municipal corporation
(“Landlord”) and American Tower Asset Sub II, LLC, a Delaware limited liability company (“Tenant’).
NOTICE is hereby given of the Lease (as defined and described below) for the purpose of recording and giving
notice of the existence of said Lease. To the extent that notice of such Lease has previously been recorded, then
this Memorandum shall constitute an amendment of any such prior recorded notice(s}.
1.
4,
Parent Parcel and Lease, Landlord is the owner of certain real property being described in Exhibit A attached
hereto and by this reference made a part hereof (the “Parent Parcel”). Landlord (or its predecessor-in-
interest) and Tenant (or its predecessor-in-interest}) entered into that certain Lease Agreement dated October
23,2008 (as the same may have been amended from time to time, collectively, the “Lease”), pursuant to
which the Tenant leases a portion of the Parent Parcel and is the beneficiary of certain easements for access
and public utilities and, if applicable, easements for guy wires and guy anchors, all as more particularly
described in the Lease (such portion of the Parent Parcel so leased along with such portion of the Parent
Parcel so affected, collectively, the “Leased Premises”), which Leased Premises is also described on Exhibit A.
Term. Subject to the terms, provisions and conditions of the Lease, as amended, the term of the Lease is Fifty
(50) years commencing on the Effective Date of that certain First Amendment to Lease Agreement as that
term is defined therein.
Leased Premises Description. Tenant shall have the right, exercisable by Tenant at any time during the
original or renewal terms of the Lease, to cause an as-built survey of the Leased Premises to be prepared and,
thereafter, to replace, in whole or in part, the description(s) of the Leased Premises set forth on Exhibit A with
a legal description or legal descriptions based upon such as-built survey. Upon Tenant’s request, Landlord
shall execute and deliver any documents reasonably necessary to effectuate such replacement, including,
without limitation, amendments to this Memorandum and to the Lease.
Right of First Refusal. There is a right of first refusal in the Lease.
Site No: 310972
Site Name: WATERFORD REBUILD CT

Effect/Miscellaneous. This Memorandum is not a complete summary of the terms, provisions and conditions
contained in the Lease. In the event of a conflict between this Memorandum and the Lease, the Lease shall
control. Landlord hereby grants the right to Tenant to complete and execute on behalf of Landlord any
government or transfer tax forms necessary for the recording of this Memorandum. This right shall terminate
upon recording of this Memorandum.
Notices. All notices must be in writing and shall be valid upon receipt when delivered by hand, by nationally
recognized courier service, or by First Class United States Mail, certified, return receipt requested to the
addresses set forth herein; To Seller at: 15 Rope Ferry Road, Waterford, CT 6385; To Buyer at: Attn.: Land
Management 10 Presidential Way, Woburn, MA 01801, with copy to: Attn.: Legal Dept. 116 Huntington
Avenue, Boston, MA 02116. Any of the Parties, by thirty (30) days prior written notice to the others in the
manner provided herein, may designate one or more different notice addresses from those set forth above.
Refusal to accept delivery of any notice or the inability to deliver any notice because of a changed address for
which no notice was given as required herein, shall be deemed to be receipt of any such notice.
Counterparts. This Memorandum may be executed in multiple counterparts, each of which when so executed
and delivered, shall be deemed an original and all of which, when taken together, shall constitute one and the
same instrument.
Governing Law. This Memorandum shall be governed by and construed in all respects in accordance with the
laws of the State or Commonwealth in which the Leased Premises is situated, without regard to the conflicts
of laws provisions of such State or Commonwealth.
[SIGNATURES COMMENCE ON FOLLOWING PAGE]
Site No: 310972
Site Name: WATERFORD REBUILD CT

IN WITNESS WHEREOF, Landlord and Tenant have each executed this Memorandum as of the day and year set
forth. below.
LANDLORD 2 WITNESSES
The Town of Waterford,
a Connecticut municipal corporation
Signature:
Signature: Print Name:
Print Name:
Title: Signature:
Date: Print Name:
WITNESS AND ACKNOWLEDGEMENT
State/Commonwealth of
County of
On this day of , 202___, before me, the
undersigned Notary Public, personally appeared , who
proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the
within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the instrument, the person(s) or the entity upon which the
person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
[SIGNATURES CONTINUE ON FOLLOWINGE PAGE]
Site No: 310972
Site Name: WATERFORD REBUILD CT

TENANT WITNESS
American Tower Asset Sub !I, LLC
a Delaware limited liability company
Signature: Signature:
Print Name: Print Name:
Title:Date: Signature:
Print Name:
WITNESS AND ACKNOWLEDGEMENT
State/Commonwealth of
County of
On this day of ,202___, before me, the
undersigned Notary Public, personally appeared , who
proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the
within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the instrument, the person(s) or the entity upon which the
person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
Print Name:
My commission expires: [SEAL]
Site No: 310972
Site Name: WATERFORD REBUILD CT

EXHIBIT A
This Exhibit A may be replaced at Tenant’s option as described below
PARENT PARCEL
Tenant shall have the right to replace this description with a description obtained from Landlord's deed (or deeds)
that include the land area encompassed by the Lease and Tenant's improvements thereon
The Parent Parcel consists of the entire legal taxable lot owned by Landlord as described in a deed (or deeds) to
Landlord of which the Leased Premises is a part thereof with such Parent Parcel being described below.
Located in the Town of Waterford, County of New London and State of Connecticut bounded an
described as follows: Beginning at a point on a stone wall being the property Hine between land
wf of Secchiaroli and Sons, Ine. and other land of Cancio, said point being three hundred and
filly feet (250) more or less weaterly of Miner Lana; .
thence, by land n/f of Secchiaroli and Sons, Inc., along a stone wall, N 87° 27° 30” W, 66.46 feet
fo a point on said wall;
thence, along 4 stone wall N 86° 16° 00" W, 386.07 feet to a point on said wall;
thence, along a stone wall N 03° 39° 15” W, 24.39 feet to a point on said wall;
thence, along a stone wall, N 87° 36° 00" W, 802660 tect fo a point on said wall marking the
intersection of lands n/f of Elei Realty Company, land wf of Secchiaroli and Song, Inc. and other
land of Cancio;
thence, by land n/f of Elci Realty Company, along a stone wall § 06° 39’ 15” E L9L.S7 feet to a
point on said wall;
thence, along a stone wall § 12° 39° 45” E, 75.06 feet to a point on said wall;
thence, along a stone wall § 14° 25” 30” E, 75.03 feet to a point on said wall;
thence, along 4 stone wall S 09° 53° 45° B, 102.30 fect to an existing iron pin marking the
intersection of land n/f of the Elci Realty Company, land of Laurel Crest Drive Association and
land of the Cascio;
thence, in part by land a/f of Laurel Crest Drive Association and in part by land n/f of Charles
Rajeweki, along a stone wall 5 09° 13° 15” E, 449,19 feet to a point on said wall marking the
intersection of lands n/f of Charles Rajewski, land n/f of Nathan Sr, and Rhoda Page and other
land of Cascio;
thence, by land wf of Nathan Sr. and Rhoda Page, along a stone wall § 87° 00° 30" E, 920,46
feet to a point on said wail;
thence, along a stone wall S 86° 49° 15” E, 329.54 feet t a point on said wall marking the
intersection of land n/f of Nathan Sr. and Rhoda Page, land n/f of Florence Cairns Estate and
land of the Cascios;
thence, by land n/fof the Florence Cairns Estate, N 09° 53° 30” W, 360.00 feet to a point;
thence, continuing along land n/f of the Florence Caims Estate § 88° 05" 15° B, 320.00 feet to a
point on the westerly highway line of Miner Lane;
Site No: 310972
Site Name: WATERFORD REBUILD CT

EXHIBIT A (continued)
thence, along the westerly highway line of Miner Lane N 05° 23’ 15° W, 126.02 feet to a point
on said line;
thenee, along other land of Cascio N 88° OF 15” W, 349.88 feet to a point;
thence, continuing along other land of Cascio N 05° 19° 45" W, 380.06 feet to a point on a stone
wall being the point and place of beginning. —
For a more particular description reference is made t6 Survey Map 1103-A Entitled “the Town of
Waterford, land to be Acquired from Cascio, Pettr and Rosario, scale 1” — 100°, dated May,
1980" to be filed in Waterford Land Records. :
LEASED PREMISES
Tenant shall have the right to replace this description with a description obtained from the Lease or from a
description obtained from an as-built survey conducted by Tenant.
The Leased Premises consists of that portion of the Parent Parcel as defined in the Lease which shall include access
and utilities easements. The square footage of the Leased Premises shall be the greater of: (i) the land area
conveyed to Tenant in the Lease; (ii) Tenant’s existing improvements on the Parent Parcel; or (iii) the legal
description or depiction below (if any).
ORIGINAL LEASED AREA
A certain parcel of land on the westerly side of Miner lane in the Town of Waterford, County of
New Londan and State of Connecticut as shown on a plan entitled “Survey Plan Prepared For
SOUTHERN NEW ENGLAND TELEPHONE COMPANY Showing Parcel To Be Leased From
TOWN OF WATERFORD - Miner Lane - Waterford, Connecticut - Scale 1"=30' - 5/21/1984,
revised 4/17/1986 - Kieltyka, Woodis & Pike, Land Surveyors ~ Killingly, Connecticut", being
bounded and described as follows:
Beginning at an iron pin on the westerly side of a stone wall which iron pin marks the
itortheasterly comer of the herein described leased parcel, said iron pin is located approximately
130' more or less northerly of the property line between land Town of Waterford and land now or
formerly of Nathan C, Page, Sr. & Rhoda B. Page and also approximately 325’ more or less
westerly of Miner Lane (the first mentioned iron pin is more particularly located as follows: From
the point on the westerly line of Miner Lane marking the northeast corner of land now or
formerly of Arthur Caigns at a corner of land of said Town of Waterford; thence N 88°05'15" W
along the line separating land now or formerly of Caims and land of Town of Waterford, 320.00'
to an iron pin; thence § 4°00'S9" E across land of said Town of Waterford 222.15" to the iron pin
first mentioned); thence from the first mentioned iron pin § 89°3995" W, 30.00! to an iron pin;
thence § 0°20'25" E, 50.00' to an iron pin; thence N 89°39'35" B, 50.00! to an iron pin; thence N
0°20'25" W, 50.00 to an iron pin and the point of beginning,
The above described paree! contains 2,500 s.f. more or less and is a portion of that land described
in Statement of Compensation, Town of Waterford VS petor Cascio and Rosario Cascio, dated
may 13, 1981 and recorded in Vol. 259 Pg. 774 of the Town of Waterford Land Records.
EXPANDED LEASED AREA
Situated in the Town of Waterford, County of New London, State of Connecticut and known as
being a 6,745 sq.ft. lease area over and upon the lands described in deed to the Town of
Waterford by Deed Bock 249, Page 774 of the aforesaid County Records of Deeds and being
more particularly described by metes and bounds as follows;
Commencing at point on the westerly line of Miner Lane marking the northeast comer of land
now of formerly of NATHAN AND JOANNE PAIGE at a corner of land of said Town of
Waterford; thence N 88°05'15” W along the line separating land now or formerly of Paige and
land of Town of Waterford, 320,00 feet fo a point; thence § 4°00'59" E across land of said ‘Town
of Waterford 222.15 feet to a point; thence § 0°20'25" EB, 50.00 feet to an Iron Pipe found for the
Point of Beginning;
Site No; 310972
Site Name: WATERFORD REBUILD CT

EXHIBIT A (continued)
THENCE continuing across the Town of Waterford parcel, the following courses and distances,
to wit:
+8 89°39'35" W, a distance of $0.00 feet to a point;
-N 00°20'25" W, a distance of 40.52 feet to a point;
-5 87°44'28" W, a distance of 51.85 feet to a point;
S 01°13'10" E, a distance of 83,31 feet to a point,
-S 87°5722" E, a distance of 100,63 feet to a point;
-N 00°20'25" E, a distance of 48.71 feet to the POINT OF BEGINNNG;
Said fease area encumbering 6,745 square feet, more or less,
ACCESS AND UTILITIES
The access and utility easements include all easements of record as well that portion of the Parent Parcel currently
utilized by Tenant for ingress, egress and utility purposes from the Leased Premises to and from a public right of
way including but not limited to:
ACCESS EASEMENT : .
Situated in the Town of Waterford, County of New London, State of Connecticut and known as
being a proposed 15 feet wide access easement over, upon and through the lands described in
deed to the Town of Waterford by Book 259, Page 774 of the aforesaid County Records of Deeds
and lying 10 feet left and right of the following described center line:
COMMENCING in the west line of Miner Lane for the most easterly north corner of said Town
of Waterford tract of land,
THENCE with the west Hine of Miner Lane, South 05°23'14" East, a distance of 35.45 feet to the
POINT OF BEGINNING of the herein proposed access easement;
THENCE leaving Miner Lane and crossing the Town of Waterford tract;
-North 88°05'15" West, a distance of 114.46 feet to a point;
-South 87°39'3 1° West, a distance of 109.87 feet to a point;
North 73°23'47" West, a distance of 158.45 feet to a point;
~South 36°34'23" West, a distance of 147.61 feet to a point;
-South 26°42'31" East, a distance of 245.02' feet to the terminus of said centerline and containing
11,644 square feet (0.2673 acres) of land,
Site No: 310972
Site Name: WATERFORD REBUILD CT

instructions for completing the Resolution and Consent Affidavit
*IMPORTANT INFORMATION BELOW*
in order to avoid delays in the completion of this transaction, the Resolution and Consent Affidavit
must be signed by ALL Members, Partners, Directors, Shareholders, Officers or Trustees of the
organization. Section 6 of this form allows for the organization to appoint one person to sign the
remaining documents but ONE HUNDRED PERCENT (100%) of the ownership or voting interest of
the organization must sign this first. Failure to comply with these instructions or properly indicate
the percentage of ownership and/or voting interest will result in delays and could require the
documents to be re-executed. If you have any questions, please contact your land lease
representative.
Site No: 310972
Site Name: WATERFORD REBUILD CT

Prepared by and Return to:
American Tower
10 Presidential Way
Woburn, MA 01801
Attn: Land Management/Danielle DiPersia, Esq.
Assessor's Parcel No(s): WATE-000153-000000-004766
RESOLUTION AND CONSENT AFFIDAVIT
The Town of Waterford, a Connecticut municipal corporation
Be it known that, under the pains and penalties of perjury, the undersigned Members, Partners, Directors,
Shareholders, Officers or Trustees, as applicable (collectively, the “Affiants”) of the above referenced entity (the
“Landlord”), hereby declare and resolve the following:
1.
Landlord (or its predecessor-in-interest) has leased or subleased a portion of land to American Tower
Asset Sub Il, LLC, a Delaware limited liability company (the “Tenant”) pursuant to that certain Lease
Agreement dated October 23,2008 (as the same may have been amended from time to time, collectively,
the “Lease”).
Landlord and Tenant desire to enter into an amendment of the Lease (the “Amendment’) in order to
extend the term thereof and to further amend the Lease as more particularly set forth in the Amendment,
a copy of which is attached hereto as Exhibit A and by