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HomeMy WebLinkAboutRedacted Ground LeaseOPTION AND GROUND LEASE AGREEMENT THIS OPTION AND GROUND LEASE AGREEMENT ("Agreement") is made and entered into this day of 2021 (the "Effective Date'}, by and between SOUTHEASTERN ENTERPRISES INC., a North Carolina corporation ("Lessor") with an address of 202 Lake Park Blvd N, Carolina Beach, North Carolina 28428 and COMMUNICATIONS TOWER GROUP LLC, a Delaware limited liability company ("Lessee") with an address of Ballantyne One, 15720 Brixham Hill Avenue, Suite 300, Charlotte, North Carolina 28277. RECITALS WHEREAS, Lessor is the owner of that certain parcel of land located at Valley Brook Road in the County of New Hanover, State of North Carolina, as more specifically described on Exhibit A hereto (the "Property"); and WHEREAS, Lessor desires to grant to Lessee, and Lessee desires to obtain from Lessor an option to lease from Lessor a portion of the Property comprised of approximately 10,000 square feet (with dimensions of 100 feet by 100 feet of ground space (the "Premises), together with easements over, across, under and through the Property for ingress, egress, access and the installation and maintenance of utilities (collectively, the "Easements") both being approximately located as shown on Exhibit B (the Premises and the Easements are collectively referred to herein as the "Site'% for the purpose of constructing, operating, installing, maintaining, removing, replacing and modifying a communications facility for Lessee's use and that of its subtenants, licensees and customers. AGREEMENT NOW, THEREFORE, in consideration of the foregoing premises, the mutual covenants and promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee agree as follows. Option to Lease. (a) In consideration of the payment the "Option Fee') by Lessee to Lessor, Lessor hereby grants to Lessee an exclusive and irrevocable option to lease the Premises and use the Easements on the terms and conditions set forth herein below (the "Option "). The Option has a term of 12 months, commencing on the Effective Date and ending as of midnight on the date before the first anniversary of such date (the "Option Period'j. Lessee shall have the right to extend the Option for one additional term of twelve (12) months (an "Extended Option Period'j. The Option will automatically be extended for the Extended Option Period unless Lessee provides Lessor written notice of its intent not to extend the Option. Lessee will pay Lessor an additional payment (the "Additional Option Fee") within thirty (30) days of the commencement of each Extended Option Period. The Additional Option Fees paid by Lessee will be credited pro -rated to the first year's Rent payable to Lessor if this Option is exercised by Lessee. During the Option Period, each Extended Option Period and the Term, Lessor agrees to cooperate with Lessee in obtaining, at Lessee's expense but for no additional consideration payable to Lessor, all licenses and permits or authorizations required for Lessee's use of the Site from all applicable government and/or regulatory entities (the "Government Approvals"). Lessor hereby irrevocably appoints Lessee or Lessee's agent as Lessor's agent to file applications on behalf of Lessor with federal, state and local governmental authorities which applications relate to Lessee's use of the Site including but not limited to land use and zoning applications. During the Option Period, each Extended Option Period and the Term, Lessor agrees to cooperate with and to allow Lessee, at no cost to Lessor, to obtain a title report, zoning approvals and variances, conditional -use permits, perform surveys, soils tests, perform RF engineering studies and other engineering procedures or environmental investigations on, under and over the Property, as may be necessary or advisable by Lessee to determine whether Lessee's use of the Site will be compatible with the Lessee's engineering spccifications, intended use, system design, operations and Government Approvals. During the Option Period, each Extended Option Period and the Term, Lessor agrees to cooperate with and to provide CTG Site Number: CTG-NC 0010081 Page 1 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 Lessee, at no cost to Lessor, with any documents, materials or other instruments required or requested for Lessee to secure a title policy for the Site, which may include, among others, the following: (i) a certified copy of the formation documents of Lessor and all amendments thereto from the state in which Lessor is organized; (ii) a certificate of good standing for the Lessor issued by the state where the Lessor is organized, not dated later than five (5) business days from the date requested by Lessee; (iii) a true and complete copy of the names of any shareholders, members or partners of the Lessor; (iv) true and complete copy of any operating agreement, partnership agreement, bylaws or similar document and all amendments thereto together certified as accurate and complete by an officer, director, partner, member or manager of Lessor; (v) a copy of the authorizing resolutions or consent of Lessor's governing body authorizing Lessor to enter into, comply with and perform under this Agreement; and (vi) such other corporate or organizational documents of Lessor that may be reasonably requested. (b) During the Option Period and any Extended Option Period, Lessee may exercise the Option by so notifying Lessor in writing. 2. Premises. Subject to the terms and conditions of this Agreement, upon Lessee's exercise of the Option pursuant to Section 1(b) Lessor hereby leases to Lessee and Lessee hereby leases from Lessor the Premises and grants to Lessee, its successors, assigns, subtenants, licensees and each of their respective employees, contractors and agents, the use of the Easements for the construction, modification, operation and maintenance of the Telecommunications Facilities (as defined in Section 7(a)). 3. Permitted Use. The Site may be used by Lessee for, among other things, construction, modification, operation, maintenance, repair, removal and replacement of the Telecommunications Facilities (the "Permitted Use'J. Lessor shall not commit any action or omission that would adversely affect the status of the Site with respect to the use thereof by Lessee. 4. Term. Should the Option be exercised by Lessee, the initial term of this Agreement (the "Initial Term") is five (5) years, beginning on the date of the exercise of the Option by Lessee (the "Commencement Date"), and expiring as of midnight on the day prior to the fifth (5th) anniversary of the Commencement Date. Lessee shall have the right to extend the term of Agreement for seven (7) additional five (5) year terms (each a "Renewal Term). Each Renewal Term will be on the same terms and conditions set forth in this Agreement. This Agreement will automatically be, renewed for each successive Renewal Term unless Lessee notifies Lessor in writing of Lessee's intention not to renew the Term at least thirty (30) days prior to the expiration of the then current Term. The Initial Term and Renewal Terms are collectively referred to herein as the "Term". 5. Rent. Lessee shall pay Lessor an initial equal to an initial monthly rent of ("Rent', payable annually. The Rent is due and payable in advance commencing on the Rent Commencement Date and on or before each anniversary of the Rent Commencement Date during the Term. The "Rent Commencement Date" is the date of issuance of a certificate of completion (or comparable certificate) from the applicable governmental authority for the Telecommunications Facilities, or where such a certificate is not issued, the date the construction of the Telecommunications Facilities is competed. As a condition precedent to Lessee's obligation to remit any payments provided for under this Agreement, Lessor (as well as any successor to Lessor's interest in this Agreement or to such payments) agrees to provide Lessee with a completed IRS Form W-9 upon execution of this Agreement and at such other times as may be reasonably requested by Lessee, including any change in Lessor's name or address. If Lessee elects to remit payments payable under this Agreement by electronic funds transfer, Lessor agrees to provide to Lessee bank routing information for such purpose upon request of Lessee. The Rent for each Renewal Tenn will be the annual Rent in effect for the final year of the Initial Term or then current Renewal Terra, as the case may be, increased by b. Interference. Lessor shall not use, nor shall Lessor permit its tenants, licensees, employees, invitees or agents to use any portion of the Property in any way that interferes with Lessee's Permitted Use of the Site. Such interference will be deemed a material breach of this Agreement by Lessor and Lessor shall have the responsibility to terminate said interference immediately upon written notice from Lessee. Anything to the contrary in this Agreement notwithstanding, the cure periods provided for in Section 10 hereof will not be applicable to failure by CTG Site Number: CTG-NC 0010081 ?age 2 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 Lessor to fulfill its obligations under this Section 6. If any such interference does not cease or is not rectified as soon as possible, but in no event longer than 24 hours after Lessee's written notice to Lessor, Lessor acknowledges that continuing interference will cause irreparable injury to Lessee, as well as Lessee's sublessees and licensees, and Lessee shall have the right, in addition to any other rights that it may have at law or in equity, to bring action to enjoin such interference or to terminate this Agreement immediately upon notice to Lessor. Lessor represents and warrants that it has not sold, leased, licensed or otherwise granted rights in the Property that in any way interfere or could reasonably be likely to interfere with Lessee's rights to the Site as set forth in this Agreement. 7. Construction of Improvements, (a) Lessee has the right in its sole judgment, from time to time during the Term, at its expense, to construct, install, operate, maintain, replace, add to, upgrade and remove its (as well as, to the extent applicable, that of its subtenants, licensees and/or customers) radio transmitting and receiving antennae, communications equipment, and related cables, wires, conduits, air conditioning equipment and other appurtenances, as well as a tower(s) and building(s) or cabinets to house some such equipment (collectively the "Telecommunications Facilities'). It is the intent of the parties that the entirety of the Telecommunications Facilities shall not become fixtures and shall remain solely the property of Lessee and Lessee's subtenants, licensees and customers, and Lessee (and its respective subtenants, licensees and customers) shall have the right to remove all or any part of the Telecommunications Facilities from time to time and at any time during the Term and at the expiration or earlier termination of the Term. With one -hundred twenty days (120) or within timeframe prescribed by law whichever is sooner following the termination or expiration of this Agreement, Lessee shall remove the above ground portions of the Telecommunications Facilities and those below ground portions to a depth of three (3) feet below grade. (b) Lessee shall be solely responsible for the operations, maintenance and repair of the equipment owned, constructed and installed by Lessee on the Premises. (c) Lessor hereby grants Lessee a non-exclusive, unimpaired landscape easement which includes the right to install vegetation and screening around the exterior of the perimeter of the Premises as necessary to meet the applicable landscaping and buffering requirements of applicable land use laws, rules and regulations, if and when such placement should ever be required (the "Landscape Easement"). 8. Access. During the Term, ingress and egress to the Premises is hereby granted by Lessor to Lessee and its subtenants, licensees and customers, and each of such party's agents, contractors and subcontractors, 24 hours a day, 365 days per year. This ingress and egress shall include the nonexclusive right to and from the Premises, over and across the Property and an access way from nearby public streets and driveways and parking rights for personnel and equipment. Lessee shall also have a nonexclusive right of way over and across the Property as necessary for the installation, running, servicing and maintenance of electrical power and other utilities necessary to serve the Telecommunications Facilities at the Site. 9. Utilities. (a) Lessee shall have the right to install utilities (including without limitation communications services, fiber and power) at Lessee's expense, and to improve the present utilities, if any, on the Property. Lessee shall, wherever practical, install separate meters for utilities used on the Premises. (b) Lessee may utilize the Easements for ingress, egress, and access to the Premises as may be required for the construction, installation and maintenance by the appropriate utility companies for the purpose of servicing the Telecommunications Facilities. In addition to Lessee and its sublessees and licensees, Lessee may grant the right to utilize the Easements to any utility servicing the Site. Lessor agrees to execute, at no cost to Lessee a separate utility easement between Lessor and any such utility provider, if reasonably necessary. 10. Default. Any breach of a material term hereof that is not cured within thirty (30) days from receipt of written notice from the non -breaching party shall constitute a "Default'; provided, however, that if efforts to cure such CTG Site Number: CTG NC 0010081 Page 3 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 breach, except those of Section 6, are commenced within said thirty (30) day period and thereafter diligently prosecuted to completion, such period shall be extended for a period of time not to exceed six (6) months. The foregoing notwithstanding, any monetary breach not cured within fifteen (15) days from receipt of written notice thereof from the other party shall constitute a Default by the breaching party. In the event that Lessor is in default beyond the applicable periods set forth above, Lessee may, in addition to those remedies set forth in Section 11 below, perform the obligation(s) of Lessor specified in such notice, in which case any expenditures reasonably made by Lessee in so doing shall be deemed paid for the account of Lessor and Lessor agrees to reimburse Lessee for said expenditures upon demand; take any actions that are consistent with Lessee's rights or available to Lessee pursuant to applicable law, or set-off from Rent any amount reasonably expended by Lessee as a result of such default, or any combination of these rights, in the discretion of Lessee. 11. Termination. (a) In addition to other termination rights contained in this Agreement, this Agreement may be terminated upon written notice from the non -breaching party to the breaching party upon a Default. (b) Lessee has the right to terminate this Agreement upon written notice to Lessor if Lessee determines, in Lessee's sole discretion, that the results of any studies, reports, and/or applications for Governmental Approvals contemplated under Section 1(b) of this Agreement are unacceptable, in Lessee's sole discretion. (c) This Agreement may be terminated by Lessee, upon thirty (30) days prior written notice to Lessor, if (i) Lessee determines that the Premises are technologically unsuitable, in Lessee's reasonable opinion, for the operation of the Telecommunications Facilities, including but not limited to unacceptable radio signal interference and any addition, alteration or new construction on, adjacent to or in the vicinity of the Premises and/or the Property that blocks, either partially or totally, transmission or receiving paths used by any of the Telecommunications Facilities; (ii) any Governmental Approval that Lessee reasonably deems necessary or convenient for the construction, operation, maintenance, reconstruction, modification, addition to or removal of the Telecommunications Facilities is not, in Lessee's sole discretion, reasonably obtainable or maintainable in the future; (iii) Lessee determines, in Lessee's commercially reasonable judgment, that that the Premises cease to be economically viable as a telecommunications site; and (iv) Hazardous Substances (as defined in Section 14) are or become present on the Property in violation. of Environmental Laws (as defined in Section 14). 12. Condemnation. If all or any part of the Premises, or if all or any part of the Property underlying the Telecommunications Facilities, any portion of the Easements, or any roadway to the Premises is taken by eminent domain or other action by any governmental or quasi -governmental body having the legal right to take said lands, and if said taking in the sole discretion of Lessee renders the Premises unsuitable for its intended purpose, then at Lessee's option, Lessee may terminate this Agreement as of the date the title vests in the condemning authority. Lessor and Lessee will share in the condemnation proceeds in proportion to the values of their respective interests in the Site (which for Lessee includes, where applicable, the value of the Telecommunication Facilities, moving expenses, prepaid rent and business dislocation expenses). If Lessee does not terminate this Agreement as provided in this section, this Agreement shall remain unaffected except that the Rent shall be reduced by the amount that bears the same proportion to the Rent immediately prior to the partial taking which was applicable to the Premises immediately prior to such taking and thereafter the "Premises" shall be deemed to be the remaining portion of the initial Premises. 13. Indemnification. (a) Lessor, its heirs, grantees, successors, and assigns shall exonerate, hold harmless, indemnify, and defend Lessee from any claims, obligations, liabilities, costs, demands, damages, expenses, suits or causes of action, including costs and reasonable attorney's fees, which may arise out of (i) any injury to or death of any person; or (ii) any damage to property, if such injury, death or damage arises out of or is attributable to or results from the acts or omissions of Lessor, or Lessor's principals, employees, invitees, agents or independent contractors. Lessee, its grantees, successors, and assigns shall exonerate, hold harmless, indemnify, and defend Lessor from any claims, CTG Site Number: CTG-NC 0010081 Page 4 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 obligations, liabilities, costs, demands, damages, expenses, suits or causes of action, including costs and reasonable attorney's fees, which may arise out of (i) any injury to or death of any person; or (ii) any damage to property, if such injury, death or damage arises out of or is attributable to or results from the negligent acts or omissions of Lessee, or Lessee's employees, agents or independent contractors. (b) If either party is entitled to indemnification and defense ("Indemn fed Party' from the other party ('Indemnt(Ying Party' pursuant to this Agreement, the Indemnified Party shall notify the Indemnifying Party promptly, in writing, of any claims by any person for which the Indemnified Party alleges that the Indemnifying Party is responsible hereunder and tender the defense of such claim to the Indemnifying Party. The Indemnified Party shall fully cooperate with the defense or settlement of such claim. The Indemnifying Party shall not be liable under this Agreement for settlements by the Indemnified Party of any claim unless the Indemnifying Party has approved the settlement in advance (such approval not to be unreasonably withheld, conditioned or delayed) or unless the defense of the claim has been tendered to the Indemnifying Party, in writing, and the Indemnifying Party has failed promptly to undertake the defense. 14. Hazardous Substances. Lessor represents and warrants to Lessee that Lessor: (i) is not presently engaged in, (ii) does not presently have actual knowledge of, (iii) has not at any time in the past engaged in, and (iv) has no actual knowledge that any third person or entity has engaged in or permitted any operations or activities upon, or any use or occupancy of, the Premises, or any portion of the Property, for the purpose of, or in any way involving the handling, manufacturing, treatment, storage, use, transportation, spillage, leakage, dumping, discharge or disposal (whether legal or illegal), accidental or intentional, of any hazardous substances, materials or wastes ("Hazardous Substances') regulated under any local, state, or federal law pertaining to the environment, public health or safety or the handling, manufacturing, treatment storage, use, transportation, spillage, leakage, dumping, discharge or disposal of Hazardous Substances ("Environmental Laws'. Lessor indemnifies and holds Lessee harmless from any and all claims of liability under any Environmental Laws for Hazardous Materials which were handled, manufactured, treated, stored, used, transported, spilled, leaked, dumped, discharged, disposed of or otherwise introduced into the Property prior to or during the Term of this Agreement, except for claims arising in whole or in any part out of Lessee's use or occupancy of the Premises. 15. Insurance. (a) Lessee will carry during the term of the Agreement the following insurance with customary coverage and exclusions: (i) bodily injury: $1,000,000.00 for injury to any one person and $2,000,000.00 for all injuries sustained by more than one person in any one occurrence; and (ii) property damage: full replacement costs of Lessee's property. Lessee agrees to furnish Lessor with certificates of insurance certifying that Lessee has in force and effect the above specified insurance. Lessor shall be listed as additional insured on all polices obtained or maintained by Lessee pursuant to this Section 15, except for workers' compensation policies. (b) Lessor and Lessee mutually covenant and agree that each party, in connection with insurance policies required to be furnished in accordance with the terms and conditions of this Agreement, or in connection with insurance policies which they obtain insuring such insurable interest as Lessor or Lessee may have in its own properties, whether personal or real, shall expressly waive any right of subrogation on the part of the insurer against the Lessor or Lessee as the same may be applicable, which right to the extent not prohibited or violative of any such policy is hereby expressly waived, and Lessor and Lessee each agree to seek recovery based solely on insurance policies as set forth above, provided such policies are in effect, and each mutually waive all right of recovery against each other, their agents, or employees for any loss, damage or injury of any nature whatsoever to property or person except to the extent either party is required by this Agreement to carry insurance. 16. Taxes. Lessee shall pay any personal property taxes assessed on or attributable to the Telecommunications Facilities. Lessor shall pay when due all real property taxes and all other fees and assessments attributable to the Property, Premises and Easements. If Lessor fails to pay when due any taxes affecting the Property or the Site, Lessee shall have the right, but not the obligation, to pay such takes and (i) deduct the full amount of the taxes paid by Lessee on Lessor's behalf from future installments of Rent, or (ii) collect such taxes by any lawful means. CTG Site Number: CTG-NC 0010081 Page 5 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 17. Quiet En'a ment Title and Authori (a) At all tinges during the Term., Lessee may peaceably and quietly hold and enjoy the Premises, free from disturbance from any person claiming by, through or under Lessor, subject only to those matters of title now of record. (b) Lessor covenants and warrants to Lessee that: (i) Lessor has full right, power and authority to execute this Agreement; (ii) it has good and unencumbered title to the Property, free and clear of any liens or mortgages, except those disclosed to Lessee and as of record as of the Effective Date that will not interfere with Lessee's rights to or use of the Premises; (iii) the execution and performance of this Agreement will not violate any laws, ordinances, covenants, or the provisions of any mortgage, lease, or other agreement binding on Lessor. (c) Lessor agrees that, during the Term, Lessee will have the exclusive right to lease the Propertyor any portion thereof from the Lessor for telecommunications use in order to operate antennae and telecommunications facilities providing transmission and/or receiving facilities for wireless providers and/or users, and that Lessor will not grant a lease, sublease, or other license or right to use the Property, or any other adjacent property owned by Lessor, to any other party for operation of antenna and/or telecommunications facilities. 18. Notices; Change in Ownership of Pro e (a) All notices hereunder must be in writing and shall be deemed validly given if sent by hand delivery, a reputable national overnight courier service (such as Federal Express or United Parcel Service), or by certified mail, postage prepaid, return receipt requested, to the address shown below (or to any other address that the party to be notified may designate from time to time by written notice to the other party). Notices are effective upon receipt, or upon attempted delivery if delivery is refused or if delivery is impossible because of failure to provide reasonable means for accomplishing delivery. If to Lessee: Communications Tower Group LLC Ballantyne One 15720 Brixlaam Hill Avenue, Suite 300 Charlotte, North Carolina 28277 Site ID: CTG-NC 0010081 If to Lessor: Lessor Business or AIternative Physical Address: (b) Within ten (10) days following any change in ownership, transfer or sale of the Property, Lessor or its successor shall send the documents listed below in this subsection to Lessee. Until Lessee receives all such documents, Lessee shall not be responsible for any failure to make payments under this Agreement and reserves the right to hold payments due under this Agreement. i. Old deed to Property ii. New deed to Property iii. Bill of Sale or Transfer iv. Copy of current Tax Bill CTG Site Number: CTG-NC 0010081 Page 6 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 V. New IRS Form W-9 vi. Full contact (information purposes only and not for notices) for new Landlord including phone number(s) 19. Estoppel, Non -Disturbance and Attornmeut. (a) Lessor agrees, from time to time, upon not less than ten (10) days prior written notice from Lessee, to execute and deliver to Lessee a written estoppel certificate certifying that as of the date of the certification: (i) this Agreement is a valid enforceable agreement, presently in full force and effect, (ii) whether Lessor has any knowledge of any default or breach by Lessee under any of the terms, conditions, or covenants of this Agreement; (iii) the Term (its commencement and termination dates) and the term of any option or renewal periods granted to the Lessee to extend the Term; (iv) the amount of the then -current Rent payable under the Agreement; (v) attached to the certification is a true and correct copy of the Agreement and all amendments thereto, (vi) and such other facts as Lessee or its prospective mortgagee or purchaser may request. (b) Lessee agrees that this Agreement will be subject and subordinate to any mortgages or deeds of trust now or hereafter placed upon the Property and to all modifications thereto, and to all present and future advances made with respect to any such mortgage or deed of trust; provided that, the holder of any such instrument agrees in writing that Lessee's possession of the Site will not be disturbed so long as Lessee will continue to perform its duties and obligations under this Agreement and Lessee's obligation to perform the duties and obligations will not be in any way increased or its rights diminished by the provisions of this paragraph. Lessee agrees to attorn to the mortgagee, trustee, or beneficiary under any such mortgage or deed of trust, and to the purchaser in a sale pursuant to the foreclosure thereof; provided that, Lessee's possession of the Site will not be disturbed so long as Lessee will continue to perform its duties and obligations under this Agreement. Lessee's obligations hereunder are conditioned upon receipt by Lessee, within ten (10) business days after Lessee's notice of its intent to exercise the Option, or within ten (10) business days after the date of creation of any future mortgages or deeds of trust, of a Subordination, Non - disturbance and Attornment Agreement in the form set forth as Exhibit D or such other form reasonably acceptable to Lessee, from any holder of a mortgage, deed to secure debt, or deed of trust to which this Agreement is, or will become, subordinate. 20. Assignment. Lessee may sublet or license the use of all or any part of the Site or may assign or transfer its interest in this Agreement in whole or in part without Lessor's consent. Upon an assignment, Lessee shall be relieved of all liabilities and obligations under this Agreement. Additionally, Lessee may mortgage or grant a security interest in this Agreement and the Telecommunications Facilities, and may assign this Agreement and the Telecommunications Facilities to any such mortgagees or holders of security interests including their successors and assigns (hereinafter collectively referred to as "Secured Parties'. If requested by Lessee, Lessor shall execute such consent to such financing as may reasonably be required by Secured Parties. In addition, if requested by Lessee, Lessor agrees to notify Lessee and Lessee's Secured Parties simultaneously of any default by Lessee and to give Secured Parties the same right to cure any default as Lessee. If a termination, disaffirmance or rejection of the Agreement by Lessee pursuant to any laws (including any bankruptcy or insolvency laws) occurs, or if Lessor shall terminate this Agreement for any reason, Lessor will give to Secured Parties prompt notice thereof and Secured Parties shall have the right to enter upon the Premises during a thirty (30) day period commencing upon Secured Parties' receipt of such notice for the purpose of removing any Telecommunications Facilities. Lessor acknowledges that Secured Parties are third -party beneficiaries of this Agreement. 21. Ri ht of First Refusal,• Rental Stream Offer. (a) From and after the Effective Date through the expiration or termination of the Term, Lessor hereby grants Lessee a right of first refusal in connection with all requests, proposals or offers from any third party other than the Lessee to acquire, lease or obtain an easement (or other right of way) under all or any portion of the Site. Lessor shall provide Lessee written notice (the "ROFR Notice") of its receipt of such a request, proposal or offer which Lessor desires to accept. Such ROFR Notice shall describe all material terms of such request, proposal or offer and include a copy of such request, proposal or offer. Lessee shall have thirty (30) days to evaluate such request, CTG Site Number: CTG-NC 0010081 Page 7 of 22 CTG Site Name: The Cape option and Ground Lease Agreement v20 2020 proposal or offer and notify Lessor in writing (the "Acceptance Notice") if it intends to exercise its right to consummate such acquisition, lease or obtaining of easement (or other right of way) pursuant to the terms and conditions set forth in such request, proposal or offer. If Lessee fails to provide Lessor with an Acceptance Notice or within such thirty (30) day period, then Lessor may proceed with such sale, lease or grant of easement (or other right of way) to such third party as set forth in the ROFR Notice, provided that if the acquisition, lease or obtaining of easement (or other right of way) set forth in the ROFR Notice is not completed within one hundred eighty (180) days of when Lessee notifies Lessor it does not intend to provide an Acceptance Notice (or, if no such notice is given, one hundred eighty (180) days after the expiration of the aforementioned thirty (30) day period), then Lessor shall not complete such transaction(s) without first providing Lessee an additional ROFR Notice pursuant to the terms of this Section 21, whereupon the provisions of this Section 21 shall again apply. Notwithstanding anything to the contrary contained in this Agreement, in no event shall the right of first refusal granted in this section continue beyond the expiration of 21 years from the death of the last survivor of the descendants of King George V, the late king of England. (The foregoing clause is being included herein for the purpose of complying with the rule against perpetuities, to the extent such rule is in effect in the state in which the Property is located, and preserving the validity of the right of first refusal granted in this Section 21 (a).] (b) If at any time after the date of this Agreement, Lessor receives a bona fide written offer from a third party seeking an assignment or transfer of Rent payments associated with this Agreement ("Rental Stream Offer") which Lessor desires to accept, Lessor will furnish Lessee with a copy of the Rental Stream Offer. Lessee shall have the right within thirty (30) days after it receives such copy to match the Rental Stream Offer and agree in writing to match the terms of the Rental Stream Offer. Such writing shall be in the form of a contract substantially similar to the Rental Stream Offer. If Lessee chooses not to exercise this right or fails to provide written notice to Lessor within such thirty (30) day period, Lessor may assign the right to receive the Rent payments pursuant to the Rental Stream Offer, subject to the terms of this Agreement. If Lessor attempts to assign or transfer Rent payments without complying with this section, the assignment or transfer shall be void. Lessee shall not be responsible for any failure to make payments under this Agreement and reserves the right to hold payments due under this Agreement until Lessor complies with this section. 22. Further Assurances. Each party shall take all such further actions and execute all such further documents and instruments as the parties may at any time reasonably determine to be necessary or desirable to carry out and consummate the transactions contemplated by this Agreement. 23. Waiver of Lessor's Lien. Lessor hereby waives any and all lien rights it may have, statutory or otherwise, in and to the Telecommunications Facilities or any portion thereof, regardless of whether or not same is deemed real or personal property under applicable laws. 24. Waiver of Damages. Neither Lessor nor Lessee shall be responsible or liable to the other party for any loss or damage arising from any claim to the extent attributable to any acts of omissions of other licensees or tower users occupying the Telecommunications Facilities or vandalism or for any structural or power failures or destruction or damage to the Telecommunications Facilities except to the extent caused by the negligence or willful misconduct of such party. EXCEPT AS SPECIFICALLY PROVIDED IN THIS AGREEMENT, IN NO EVENT SHALL LESSOR OR LESSEE BE LIABLE TO THE OTHER FOR, AND LESSEE AND LESSOR EACH HEREBY WAIVE THE RIGHT TO RECOVER INCIDENTAL, CONSEQUENTIAL (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOSS OF USE OR LOSS OF BUSINESS OPPORTUNITY), PUNITIVE, EXEMPLARY AND SIMILAR DAMAGES. 25. Miscellaneous. (a) This Agreement shall extend to and bind the heirs, executors, administrators, successors and assigns of the parties hereto. (b) This Agreement and the performance thereof shall be governed, interpreted, construed and regulated by the laws of the state or commonwealth in which the Site is located, without regard to its conflicts of laws principles. CTG Site Number: CTG-NC 0010081 Page 8 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 (c) For purposes of providing constructive notice hereof and if required by applicable law, Lessor and Lessee hereby agree to execute a Memorandum or Short Form of Ground Lease Agreement in recordable form (see form attached hereto as Exhibit C), and Lessee shall have the same recorded in the land records of the County and State in which the Premises is located. The cost of any such recording is to be paid for solely by the Lessee. (d) Any sale or other conveyance by the Lessor of all or part of the Premises shall be under and subject to this Agreement and Lessee's rights hereunder. (e) It is hereby mutually agreed and understood that this Agreement contains all agreements, promises and understandings between the Lessor and the Lessee and that no verbal or oral agreements, promises, or understandings shall or will be binding upon either the Lessor or Lessee in any dispute, controversy of proceeding at law, or any addition to, variation, or modification of this Agreement shall be void and ineffective unless in writing signed by the parties hereto. (I) If either Lessor or Lessee is represented by a real estate broker in this transaction, that party is fully responsible for any fees due such broker and will hold the other party harmless from any claims for commission by such broker. (g) This Agreement may be executed in two or more counterparts, all of which are considered one and the same agreement and become effective when one or more counterparts have been signed by each of the parties, it being understood that all parties need not sign the same counterpart. (h) The parties agree that a scanned or electronically reproduced copy or image of this Agreement will be deemed an original and may be introduced or submitted in any action or proceeding as competent evidence of the execution, terms and existence hereof notwithstanding the failure or inability to produce or tender an original, executed counterpart of this Agreement and without the requirement that the unavailability of such original, executed counterpart of this Agreement first be proven. (i) In the event of any dispute arising hereunder or a default by Lessor or Lessee, and if litigation is commenced, the prevailing parry shall be entitled to recover from the other party all costs and expenses incurred in connection with such litigation, including, but not limited to, reasonable attorneys' fees and costs. U) Lessor does not grant, lease, let or demise hereby, but expressly excepts and reserves here from all rights to oil, gas and other minerals in, on or under and that might be produced or mined from the Site; provided, however, that no drilling or other activity will be undertaken on or beneath the surface of the Site to recover any oil, gas or minerals. This Agreement is given and accepted subject to the terms and provisions of any valid oil, gas and mineral lease covering the Property or any part thereof, now of record in the office of the registry for the county in which Property is located, provided, however, that any future oil, gas or mineral lease covering the above described lands or any part thereof will be in all respects subordinate and inferior to the rights, privileges, powers, options, immunities, and interests granted to Lessee under the terms of this Agreement. 26. Confidentiality. Lessor shall not disclose to any third party the Rent payable by Lessee under this Agreement and shall treat such information as confidential, except that Lessor may disclose such information to prospective buyers, prospective or existing lenders, Lessor's affiliates and attorneys, or as may be required by law or as may be necessary for the enforcement of Lessor's rights under this Agreement. Lessor acknowledges that the disclosure of such information to any other parties may cause Lessee irreparable harm, and in the event of such disclosure, as an additional remedy, Lessee shall have the right to terminate this Agreement upon giving thirty (30) days written notice thereof to Lessor. THE REMAINDER OF THIS PAGE IS INTENTIONALLY BLANK SIGNATURE PAGES FOLLOW CTG Site Number: CTG-NC 0010081 Page 9 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the latter signature date below. LESSOR: SOUTHEASTERN ENTERPRISES, INC., a North Carolina corporation By: Name: Its: _ r s .( /— By: Name: Its: STATE OF NORTH CAfOLINA COUNTY OF _ n f e-3 IAW"'- Before me, S U J the undersigned Notary Public, duly commissioned qualified, this day personally appeared in the State and County aforesaid the above named ( V , who declared that he/she/they knew the contents of the foregoing instrument, acknowledged it to a islher/their voluntary act and deed, in their name and in the capacity set forth above. person is: ®personally known to me or, ❑ has produced as identification. Witness my hand and official seal thist day of If`�1�iMt'/� 2021. 1r, 1- 4� Official Signature of Notary Q= Notary's printed or typed name: Wt M w x =v My Commission Number:_ U I I'Do 10t t°p V1rR and and Such CTG Site Number: CTG-NC 001008I Page 10 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 LESSEE: COMMUNICATIONS TOWER GROUP LLC, a Delaware limited liability company By: a��� Name: Ricardo Loor Its: Chief Executive Officer STATE OF NORTH CAROLINA COUNTY OF MECKLENBURG Before me, Donna M. Frescatore, the undersigned Notary Public, duly commissioned and qualified, this day personally appeared in the State and County aforesaid the above -named Ricardo Loor, who declared that he knew the contents of the foregoing instrument and acknowledged it to be his voluntary act and deed, for and on behalf of the company. Such person is: ® personally known to me or; ❑ has produced as identification. Witness my hand and official seal this day of HUirL, __, 2021. Official Signature o otary Notary's printed or typed name: Donna M. Frescatore My Commission Number: 20071000058 My Commission Expires: April 10, 2022 OFFICIAL SEAL DONNAM.. .- ATORE r.0l nRv �u�l.Ic MecMwburg County, With Caroll, CTG Site Number: CTG-NC 0010081 Page 11 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 EXIMIT A LEGAL DESCRIPTION OF REAL PROPERTY Legal description of the Property may be provided on new Exhibit A prior to exercise of Option per Section 1(c) of this Agreement. Initials by Lessor and Lessee at the bottom of the new Exhibit A will constitute approval. THOSE TRACTS bordering on Valley Brooke Road shown as 5.94 acres Future Development and Common Area Conservation Area on that plat recorded in Map Book 45 at Page 182 in the New Hanover County Registry. CTG Site Number: CTG-NC 0010081 Page 12 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 EXHIBIT B DESCRIPTION OF PREMISES Legal description of the Property may be provided on new Exhibit B prior to exercise of Option per Section 1(c) of this Agreement. Initials by Lessor and Lessee at the bottom of the new Exhibit B will constitute approval. L-lii �qq Notes: 1. This Exhibit may be replaced by a land survey and/or construction drawing of the Premises. 2. Any setback of the Premises from the Property's boundaries shall be the distance required by the applicable governmental authorities. 3. Width of access road shall be the width required by the applicable governmental authorities, including police and fire departments. CTG Site Number: CTG-NC 0010081 Page 13 of 22 CTG Site Name: The Cape Option and Ground. Lease Agreement v20 2020 NEFil S yYi�pp pp R (y3� '+ r.�41n 14 5.1roh C� fs is �i3Mn`r:u 1 LLM dRM 6i7 Ciro Notes. 1. This Exhibit may be replaced by a land survey and/or construction drawing of the Premises. 2. Any setback of the Premises from the Property's boundaries shall be the distance required by the applicable governmental authorities. 3. Width of access road shall be the width required by the applicable governmental authorities, including police and fire departments. CTG Site Number: CTG-NC 0010081 Page 14 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 EXHIBIT C FORM OF MEMORANDUM OF OPTION AND GROUND LEASE AGREEMENT RECORDING REQUESTED BY (space above for Recorder's use only) AND WHEN RECORDED MAIL TO: Communications Tower Group LLC Ballantyne One 15720 Brixham Hill Avenue Suite 300 Charlotte, North Carolina 28277 Site ID: MEMORANDUM OF OPTION AND GROUND LEASE AGREEMENT THIS MEMORANDUM OF LEASE AGREEMENT, is made and entered into on this day of , 2021by and between by and between , a corporation ("Lessor's with an address of and COMMUNICATIONS TOWER GROUP LLC, a Delaware limited liability company ("Lessee"), with an address of Ballantyne One, 15720 Brixham Hill Avenue, Suite 300, Charlotte, North Carolina 28277, evidences that certain Option and Ground Lease Agreement ("Lease") between Lessor and Lessee dated as of , 2020, which Lease contains, among other things, the following terms: 1. Descrintion of Premises. Pursuant to the Lease, the Lessor granted to Lessee an option (the "Option') to lease a portion of that land and property set forth and described on the attached Exhibit A (the "Property), which portion is set forth on the attached Exhibit B (the "Premises', both of which Exhibits are attached hereto and incorporated herein by reference. 2. Term. if exercised by Lessee, the Initial Term of the Lease is five (5) years beginning on the date of the exercise of the Option (as defined in such Lease) by Lessee to lease the Premises (the "Commencement Date'l. 3. Renewal Terms. The Lease will automatically renew for seven (7) successive terms of five (5) years each (each a "Renewal Term"), unless the Lease is terminated by Lessee in accordance with the terms of the Lease. 4. Sublettina-, Licensing. Lessee has the right, at any time during the Term of the Lease, to sublet or license all or any portion of the Premises or permit any portion of the Premises to be occupied or used by any other party or multiple parties, including subtenants, licensees or customers (including agents, contractors and subcontractors thereof) in connection with the provision of wireless communications services. 5. Right of First Refusal; Rental Stream Offer. (a) From and after the date of the Lease through the expiration or termination of the term, Lessor has granted Lessee a right of first refusal in connection with all requests, proposals or offers from any third party to acquire, lease or obtain an easement (or other right of way) under all or any portion of the Premises. Lessor shall provide Lessee written notice (the "ROFR Notice') of its receipt of such a request, proposal or offer which Lessor desires to accept. Such ROFR Notice shall describe all material terms of such request, proposal or offer and include a copy of such request, proposal or offer. Lessee shall have thirty (30) days to evaluate such request, proposal or offer CTG Site Number: CTG-NC 0010081 Page iS of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 and notify Lessor in writing (the "Acceptance NVotice") if it intends to exercise its right to consummate such acquisition, lease or obtaining of easement (or other right of way) pursuant to the terms and conditions set forth in such request, proposal or offer. If Lessee fails to provide Lessor with an Acceptance Notice within such thirty (30) day period, then Lessor may proceed with such sale, lease or grant of easement (or other right of way) to such third party as set forth in the ROFR Notice, provided that if the acquisition, lease or obtaining of easement (or other right of way) set forth in the ROFR Notice is not completed within one hundred eighty (180) days of when Lessee notifies Lessor it does not intend to provide an Acceptance Notice (or, if no such notice is given, one hundred eighty (180) days after the expiration of the aforementioned thirty (30) day period), then Lessor shall not complete such transaction(s) with first providing Lessee an additional ROFR Notice pursuant to the terms of this Lease, whereupon the foregoing provisions shall again apply. (b) If at any time after the date of the Lease through the expiration or termination of the term, Lessor receives a bona fide written offer from a third party seeking an assignment or transfer of rent payments associated with the Lease ("Rental Stream Offer' which Lessor desires to accept, Lessor must furnish Lessee with a copy of the Rental Stream Offer. Lessee has the right within thirty (30) days after it receives such copy to match the Rental Stream Offer and agree in writing to match the terms of the Rental Stream Offer. Such writing shall be in the form of a contract substantially similar to the Rental Stream Offer. If Lessee chooses not to exercise this right or fails to provide written notice to Lessor within such thirty (30) day period, Lessor may assign the right to receive the rent payments pursuant to the Rental Stream Offer, subject to the terms of the Lease. 6. Ratification of Lease. By this Memorandum, the parties intend to record a reference to the Lease and do hereby ratify and confirm all of the terms and conditions of the Lease and declare that the Premises are subject to all of the applicable provisions of the Lease. In the event of a conflict between this Memorandum and the Lease, the Lease shall control. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK SIGNATURE PAGES FOLLOW CTG Site Number: CTG NC 0010081 Page 16 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 IN WITNESS WHEREOF, Lessor and Lessee have executed this Memorandum as of the date first above written. EXHIBIT ONLY — DO NOT SIGN CTG Site Number: CTG-NC 0010081 Page 17 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 EXHIBIT A TO MEMORANDUM OF OPTION AND GROUND LEASE AGREEMENT LEGAL DESCRIPTION OF REAL PROPERTY Legal description of the Property to be provided on new Exhibit A to Memorandum of Option and Ground Lease Agreement prior to exercise of Option per Paragraph l(c). Initials by Lessor and Lessee at the bottom of the new Exhibit A to Memorandum of Option and Ground Lease Agreement will constitute approval. CTG Site Number: CTG-NC 001008I Page 18 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 EXHIBIT B TO MEMORANDUM OF OPTION AND GROUND LEASE AGREEMENT DESCRIPTION OF PREMISES Legal description of the Premises and Easements may be provided on a new Exhibit B to Memorandum of Option and Ground Lease Agreement prior to exercise of Option per Paragraph 1(c). Initials by Lessor and Lessee at the bottom of the new Exhibit B to Memorandum of Option and Ground Lease Agreement will constitute approval thereof. This map is not a certified survey and has not been reviewed by a local government agency for compliance with any applicable land development regulations. Notes: 1, This Exhibit may be replaced by a land survey and/or construction drawing of the Premises. 2. Any setback of the Premises from the Property's boundaries shall be the distance required by the applicable governmental authorities. 3. Width of access road shall be the width required by the applicable governmental authorities, including police and fire departments. CTG Site Number: CTG NC 0010081 Page 19 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 EXHIBIT D FORM OF SUBORDINATION, NON -DISTURBANCE AND ATTORNMENT AGREEMENT AND WHEN RECORDED MAIL TO: Communications Tower Group LLC Ballantyne One 15720 Brixham Hill Avenue Suite 300 Charlotte, North Carolina 28277 Site ID: Commonwealth of County of Tax Parcel Number: SUBORDINATION NON -DISTURBANCE AND ATTORNMENT AGREEMENT THIS SUBORDINATION, NON -DISTURBANCE AND ATTORNMENT AGREEMENT ("Agreement"), made and entered into as of , 2021 by and between (hereinafter "Lender") with an address of and COMMUNICATIONS TOWER GROUP LLC, a Delaware limited liability company (hereinafter "Lessee"), with an address of Ballantyne One, 15720 Brixham Hill Avenue, Suite 300, Charlotte, North Carolina 28277. WITNESSETH: WHEREAS, Lessee and (hereinafter "Lessor") are parties to that certain Option and Lease Agreement dated (hereinafter the "Lease"), a memorandum of which was recorded on in Book , Page in the office of the County, granting to Lessee an option and, if exercised a leasehold interest in a portion of the land and property described on the attached Exhibit A (hereinafter "Property"), which portion is described or depicted on the attached Exhibit B (hereinafter "Premises"); and WHEREAS, Lender previously made certain loans to Lessor which are secured by that dated , recorded in in the office of the County, (together with any amendments, modifications, or extensions thereof, hereinafter the "Mortgage"); and WHEREAS, the Lessee has requested the Lender to enter into this Agreement in order to protect the Lessee's rights in and to the Premises. NOW THEREFORE, for and in consideration of the mutual promises and covenants of the parties hereto, and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto do mutually covenant and agree on behalf of themselves, their successors and assigns, as follows: l . Consent and Subordination. Lender consents to the grant of the leasehold interest set forth in the Lease by Lessor to Lessee. So long as this Agreement will remain in full force and effect, the Lease is and will be subject and subordinate to the lien and effect of the Mortgage insofar as it affects the real property and fixtures of which the CTG Site Number: CTG-NC 00 1008 1 Page 20 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 Premises forms a part (but not Lessee's trade fixtures and other personal property), and to all renewals, modifications, consolidations, replacements and extensions thereof, to the full extent of the principal sum: secured thereby and interest thereon, with the same force and effect as if the Mortgage had been executed, delivered, and duly recorded among the above -mentioned public records, prior to the execution and delivery of the Lease. 2. Non -Disturbance. In the event Lender takes possession of the Property or Premises as Lender -in -possession, including but :not limited to, by deed in lieu of foreclosure or foreclosure of the Mortgage, Lender agrees not to affect or disturb Lessee's right to possession of the Premises and any of Lessee's other rights under the Lease in the exercise of Lender's rights so long as Lessee is not then in default, after applicable notice and/or grace periods, under any of the terms, covenants, or conditions of the Lease. Lender will not join Lessee as a party defendant in any action or proceeding foreclosing the Mortgage unless its joinder is necessary to foreclose the Mortgage, and then for only such purpose and not for the purpose of terminating the Lease. 3. Attornment. In the event that Lender succeeds to the interest of Lessor or other Lessor under the Lease and/or to title to the Premises or Property, Lender and Lessee hereby agree to be bound to one another under all of the terms, covenants and conditions of the Lease; accordingly, from and after such event, Lender and Lessee will have the same remedies against one another for the breach of an agreement contained in the Lease as Lessee and Lessor had before Lender succeeded to the interest of Lessor; provided, however, that Lender will not be: (a) personally liable for any act or omission of any prior Lessor (including Lessor); or (b) bound by any rent or additional rent which Lessee might have paid for more than the payment period as set forth under the Lease (one month, year etc.) in advance to any prior lessor (including Lessor). 4. In the event that Lender or anyone else acquires title to or the right to possession of the Premises upon the foreclosure of the Mortgage, or upon the sale of the Premises by Lender or its successors or assigns after foreclosure or acquisition of title in lieu thereof or otherwise, Lessee agrees not to seek to terminate the Lease by reason thereof, but will remain bound unto the new owner so long as the new owner is bound to Lessee (subject to paragraph 3 above) under all of the terms, covenants and conditions of the Lease. 5. Personal Property. Lender understands, acknowledges and agrees that notwithstanding anything to the contrary contained in the Mortgage and/or any related financing documents, including, without limitation, any UCGl financing statements, Lender will acquire no interest in any furniture, equipment, trade fixtures and/or other property installed by Lessee on the Property, or any equipment of any of Lessee's sublessee's or licensees. Lender hereby expressly waives any interest which Lender may have or acquire with respect to such furniture, equipment, trade fixtures and/or other property of Lessee (its successors, assigns, sublessees, or licensees) now, or hereafter, located on or affixed to the Property or any portion thereof and Lender hereby agrees that same do not constitute realty regardless of the manner in which same are attached or affixed to the Property. 6. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, sublessees and licensees. This Agreement shall also inure to the benefit of any subsequent Mortgage holder or holder of other security instrument with respect to the Property or any part thereof to refinance the loan secured by the Mortgage, and in such event, all references herein to Lender shall also refer to such Mortgage holder at such time, and all references to the Mortgage shall also refer to such future Mortgage or security instrument. Likewise, this Agreement shall inure to the benefit of the Lessee, its successors, assigns, licensees, tenants, and sub -tenants, whether now or hereafter existing. 7. Governing, This Agreement shall be governed by and construed in accordance with the laws of the State in which in the Property is situated. S Amendment. This Agreement may not be changed, amended or modified in any manner other than by an agreement in writing specifically referring to this Agreement and executed by the parties hereto. CTG Site Number: CTG-NC 0010081 Page 21 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020 9. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original and all being deemed one and the same. IN WITNESS WHEREOF, the parties hereto have executed this Agreement effective as of the day and year first above written. EXHIBIT ONLY — DO NOT SIGN CTG Site Number; CTG-NC 0010081 Page 22 of 22 CTG Site Name: The Cape Option and Ground Lease Agreement v20 2020