NEW CINGULAR WIRELESS PCS, LLC OCTAGON TOWERS, LLC

Home Browse Search

maintenance personnel (based upon standards promulgated by a governmental authority having jurisdiction over LESSEE) due to radiation, the effected transmitters of LESSEE will be turned off until the unsate condition no longer exists. The earliest practicable notice will be given to LESSEE using the information in Exhibit E, as applicable. 39. TERMINATION. A. Compelled Termination: If, during the lease term, there is a determination made pursuant to an unappealable order of a county, state, or national governmental health agency having proper jurisdiction over LESSEE's operations that LESSEE's use of the Premises poses a human health hazard which cannot be remedied and that LESSEE must cease all operations on the Premises, then LESSEE shall immediately cease all operations on the Premises and this Agreement shall terminate as of the date of such order. In the event the Federal Communications Commission, or any successor agency, makes a determination which is final and non -appealable or which is affirmed and becomes final after the exhaustion of all available appeals concluding that LESSEE's use as set forth in this Agreement presents a material risk to the public health or safety and that LESSEE must cease all operations on the Premises, LESSOR may terminate this Agreement upon fourteen (14) days notice to LESSEE. B. Termination by LESSEE: LESSEE may terminate this Agreement by notice to LESSOR if (i) LESSEE does not obtain all permits, consents, easements, non - disturbance agreements or other approvals (collectively "approval") reasonably desired by LESSEE or required from any governmental authority or any third party related to or reasonably necessary to operate, install, maintain, replace, or remove LESSEE's Facilities, or if any such approval is canceled, expires or is withdrawn or terminated without any fault of LESSEE, or (ii) LESSOR fails to have proper ownership of the Premises or the authority to enter into this Agreement, or (iii) LESSOR fails to cure a default pursuant to Section 29, or (iv) by LESSEE upon written notice to LESSOR for any reason or no reason, at any time prior to commencement of construction by LESSEE; or (v) by LESSEE upon sixty (60) days' prior written notice to LESSOR for any reason or no reason, so long as LESSEE pays LESSOR a termination fee equal to three (3) months' rent, at the then -current rate, provided, however, that no such termination fee will be payable on account of the termination of this Agreement by LESSEE under any one or more of Sections 8, 9, 13, 30(D), 31, 32, 39(A). 39(13)(i), 39(B)(ii), 39(B)(iii) or 39(B)(iv). Upon termination, all prepaid rent shall be retained by LESSOR, unless termination is pursuant to (ii) through (v) above as the result of LESSOR's default. C. Termination by LESSOR: LESSOR may terminate this Agreement if LESSEE fails to perform any of its obligations pursuant to this Agreement (including al I attached Exhibits/Attachments) after giving written notice to LESSEE and reasonable time to cur c as set forth in Section 29, 40. MISCELLANEOUS PROVISIONS. A. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and each party shall indemnify the other fully, including reasonable costs and attorney's fees, for any injuries or damages in LaTed in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 14