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Home My WebLink About1999 - Assignment of Leases - Nextwel West Corporation / Tower Parent Corporation - 99060104429906010442 RETURN TO: CSC UCC FILINGS DEPT. P.O. BOX 1110 ALBANY. NY 12201.1110 • King County, Washington Site ID WA-0233 / Name ELMO - SPAA Assessor Parcel Number: 032304-9057 This Document was prepared by: HAZEL & THOMAS, P.C. P.O. Box 12001 Falls Church, VA 22042 Attn: C. Honigberg, ESQ. ASSIGNMENT OF LEASES This Assignment of Leases ("Assignment") is made and entered into effective as of the day of April, 1999, by and between Nextel West Corp., a Delaware corporation, d/b/a Nextel Communications ("Nextel"), and Tower Parent Corp., a Delaware corporation and an affiliate of Nextel ("Parent Co."). WITNESSETH: WHEREAS, Nextel, Parent Co., Tower Asset Sub, Inc., a Delaware corporation and affiliate of Nextel and Parent Co. ("Tower Sub"), and certain other parties designated therein have entered into an Agreement and Plan of Merger dated February 10, 1999, as amended (the "Merger Agreement"), which contemplates, inter alia, the conveyance, assignment, transfer and delivery of Nextel's tower assets; WHEREAS, Nextel is either the tenant or the successor in interest to the tenant, as the case may be, to that certain April 22, 1998 lease by and between Seattle Police Athletic Association, Inc., a Washington Corp. as landlord and Nextel West Corp., a Delaware corporation as tenant (as the same may have heretofore been assigned, modified or supplemented, the "Prime Lease"); WHEREAS, pursuant to the.Prime Lease, Nextel's tower assets include without limitation rights, title and interests in and to a certain parcel of real property in King County, Washington (the "Property"), and all subleases and sublicenses between Nextel or its predecessor in interest as sublessor or sublicensor and third party sublessees and sublicensees, if any (collectively, the "Tenant Leases"); SCANNED WHEREAS, in connection with the conveyance, assignment, transfer and delivery of Nextel's tower assets, Nextel desires to assign to Parent Co., and Parent Co. desires to assume all of Nextel's rights, title and interests in and to the Prime Lease, the Property and the Tenant Leases, if any; NOW, THEREFORE, for and in consideration of the foregoing, the sum of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which is acknowledged, the parties hereto agree as follows: 1. Recitals. The recitals set forth above are incorporated herein by reference and made a part of this Assignment. 2. - incorporation of Exhibits. The Property, and/or the underlying parcel of real property owned by landlord of which the Property is a part, is more particularly described on Exhibit A hereto which is incorporated by this reference. The Tenant Leases, if any, are listed on Exhibit B hereto which is incorporated by this reference. 3. Assignment. Nextel does hereby assign, transfer, set over, and deliver to Parent Co. all of Nextel's rights, title and interests in and to the Prime Leases, including without C2 limitation all related easements, ancillary agreements and other appurtenant rights pertaining to and running with the real property subject to the Prime Leases, the Property, and the Tenant Leases. Parent Co. does hereby accept, assume and agree to be bound by all the terms and conditions which are the responsibility of the lessee or tenant under the Prime Lease, all the terms and conditions of all related easements and ancillary agreements, and all the terms and conditions which are the responsibility of the sublessor or sublicensor under each of the Tenant C Leases, and which arise, are incurred, or are required to be performed from and after the date of this Assignment. 4. Further Assurances. The parties hereby agree to perform, execute and/or deliver or cause to be performed, executed and/or delivered any and all such further acts and assurances as may reasonably be required to confirm the transfers made pursuant to this Assignment. 5. Counterparts. This Assignment may be executed in two or more counterparts, all of which taken together shall constitute one and the same instrument. 6. Governing Law. This Assignment shall be governed and construed in accordance with the laws of the State of Delaware without reference to its conflicts of laws principles. Notwithstanding the foregoing, to the extent that the law of the state in which the real property subject to the Prime Lease is located is mandatory rather than permissive for the issue in question (such as, by way of example only, with respect to possession), the laws of the state in which the real property is located shall govern. 9906%,10442 7. Successors and Assigns. The terms and conditions of this Assignment shall run with the property and shall be binding on and inure to the benefit of the successors and permitted assignees of the respective parties. [Signatures on next page.] 9906010442 Site ID WA-0233 IN WITNESS WHEREOF, the parties have caused this Assignment to be duly executed and delivered effective as of the date first above written. Witness - ,• ,i4/4 Witness Address of Assignee/Grantee: c/o Nextel Communications, Inc. 1505 Farm Credit Drive McLean, VA 22102 Attn: Corporate Secretary Nextel West Corp., a Delaware corporation By: Name: Ric li J. Byrne Its: Vice President By: Name: Ried Zulager Its: Secretary 4- Tower Parent Corp., a Delaware corporation By: Name: Glen F. Spivak Its: Vice President By: [SEAL] it [SEAL] Name: Ried Zulager Its: Secretary Corporate Acknowledgment State of Virginia ) ss: County of Fairfax ) Site ID WA-0233 On April 16, 1999, before me, the undersigned officer, personally appeared: (a) Richard J. Byme, with an address at 1505 Farm Credit Drive, McLean, VA 22102, and (b) Ried Zulager, with an address at 1505 Farm Credit Drive, McLean, VA 22102 personally known and acknowledged himself/herself/themselves to me (or proved to me on the basis of satisfactory evidence) to be the [a] Vice President, and [b] (Assistant) Secretary, respectively of Nextel West Corp., (hereinafter, the "Corporation") and that as such officer(s), being duly authorized to do so pursuant to its bylaws or a resolution of its board of directors, executed, subscribed and acknowledged the foregoing instrument for the purposes therein contained, by signing the name of the Corporation by himself/herself/themselves in his/her/their authorized capacities as such officer(s) as his/her/their free and voluntary act and deed and the free and voluntary act and deed of said Corporation. Witness my hand and official seal as of the foregoing acknowledgments: swa r{V1.�` Notary Public My commission expires: NOTARY PUBLIC STATE OF VIRGINIA MARIA M. GUIDRY MY COMMISSION EXPIRES JANUARY 31, 2002 [SEAL] S.,)6010442 State of Virginia ) ) ss: County of Fairfax ) and Corporate Acknowledgment Site ID WA-0233 On April 16, 1999, before me, the undersigned officer, personally appeared: (a) Glen F. Spivak, with an address at 1505 Farm Credit Drive, McLean, VA 22102, (b) Ried Zulager, with an address at 1505 Farm Credit Drive, McLean, VA 22102 personally known and acknowledged himself/herself/themselves to me (or proved to me on the basis of satisfactory evidence) to be the [a] Vice President, and [b] (Assistant) Secretary, respectively of Tower Parent Corp., a Delaware corporation, (hereinafter, the "Corporation") and that as such officer(s), being duly authorized to do so pursuant to its bylaws or a resolution of its board of directors, executed, subscribed and acknowledged the foregoing instrument for the purposes therein contained, by signing the name of the Corporation by himself/herself/themselves in his/her/their authorized capacities as such officer(s) as his/her/their free and voluntary act and deed and the free and voluntary act and deed of said Corporation. Witness my hand and official seal as of the foregoing acknowledgments: Notary Public My commission expires: NOTARY PUBLIC STATE OF VIRGINIA MARIA M. GUIDRY MY COMMISSION EXPIRES JANUARY 31, 2002 [SEAL] EXHIBIT A Site ID WA-0233 Site Name ELMO - SPAA Legal Description The description(s) below or attached hereto identifies the following: Et Underlying Parcel Owned by Landlord. IS Leased Property. 9906010442 9906010442 EX1UBIT A DESCRIPTION OF LAND to the Agreement dated 1998, by and between Seattle Police Athletic Association, Inc., a Washington corporation, as Lessor, and Nextel West Corp., a Delaware corporation, dha Neitel Communications as Lessee. The Land is described and/or depicted as follows (metes and bounds description): THAT PORTION OF THE SOUTHWEST QUARTER OF SECTION 3, TOWNSHIP 23 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN XING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE SOUTH LINE OF SECTION 3, TOWNSH:,P 23 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN RING COUNTY, WASHINGTON, AND THE -CENTERLINE OF THE OLD SEATTLE TACOMA INTERURBAN RAILWAY RIGHT OF WAY; THENCE NORTH 76°42'05" EAST 50.00 FEET ON A RADIAL OF THE CURVE OF SAID RIGHT OF WAY TO A POINT ON THE NORTHEASTERLY MARGIN THEREOF; THENCE NORTHWESTERLY ON A CURVE TO THE LEFT WITH A RADIUS OF 2914.93 FEET A DISTANCE OF 48.42 FEET TO AN INTERSECTION WITH THE NORTH LINE OF THE CEDAR RIVER PIPE LINE —RIGHT OF WAY AND THE TRUE POINT OF BEGINNING; THENCE NORTHWESTERLY ON SAID CURVE TO THE LEFT 337.90 FEET TO A POINT OF TANGENCY; THENCE NORTH 20°53'36.5" WEST 213.283 FEET TO THE LINE OF AN EXISTING CONCRETE WALL; THENCE NORTH 68°48'07" EAST ALONG THE SOUTHERLY SIDE OF SAID WALL AND SAME PRODUCED A DISTANCE OF 350.005 FEET; THENCE SOUTH 20°53'36.5" EAST 215.144 FEET; THENCE ON A CURVE TO THE RIGHT WITH A RADIUS OF 3264.93 FEET A DISTANCE OF 482.10 FEET TO AN INTERSECTION WITH THE NORTH LINE OF THE CEDAR RIVER PIPE LINE RIGHT OF WAY; THENCE NORTH 78°41'10" WEST 363.46 FEET ALONG SAID NORTH LINE TO THE TRUE POINT OF BEGINNING. Pages September i 997 ob alv9a EXHIBIT B Page 1 of 2 DESCRIPTION OF PREMISES to the Agreement dated /.4 1/2 , 1998, by and between Seattle Police Athletic Association, Inc., a Washington corporation, as Lessor, d Nextel West Corp., a Delaware corporation, dba Nextel Communications as Lessee. The Premises are described and/or depicted as foIIows: Notes- 1 ♦ , \ i „‘ Nki n — 1 SURVEY - OVERALL SITE PLAN This Exhibit may be replaced by a land survey of the Premises once it is received by Lessee. Setback of the Premises from the Land's boundaries shall be the distance required by the applicable governmental authorities. Width of access road shall be the width required by the applicable governmental authorities, including police and fire departments. The type, number and mounting positions and locations of antennas and transmission lines are illustrative only. Actual types, numbers, mounting positions may vary from what is shown above. EXHIBIT B Page 2 of 2 DESCRIPTION OF PREMISES to the Agreement dated ib 7Z 1998, by and between Seattle Police Athletic Association; Inc., a Washington corporation, as Lessor, d Nextel West Corp., a Delaware corporation, dba Nextel Communications as Lessee. The Premises are described and/or depicted as follows: )6" 1 CEDAR RIVER PIPEUNE SURVEY - ENLARGED SITE PLAN sr+r r.ro1 a This Exhibit may be replaced by a land survey of the Premises once it is received by Lessee. Setback of the Premises from the Land's boundaries shall be the distance required by the applicable governmental authorities. Width of access road shall be the width required by the applicable governmental authorities, including police and fire departments. The type, number and mounting positions and locations of antennas and transmission lines are illustrative only. Actual types, numbers, mounting positions may vary from what is shown above. EXHIBIT B Site ID WA-0233 Site Name ELMO - SPAA List of Tenant Leases (if applicable) -- ----7- - . , --.- Sublessor/Sublicensor 1 Sublessee/Sublicensee : Lease Date _i None I i a- .................1. i I . ....-........ .... .. ...........• ,-....... ...,..... ....., i ! -i- 1 i -i- i _ --4 I ............___ I 1 i i ! i I i ____1___. i i 1 -1- ......... .,... i ! : i.... • , ____ . .... i i