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HomeMy WebLinkAboutSP2017-20G �k � \1J "6 �Uru 0 2 N39 0 .GM'INE 'V7 T CITY OF GRAPEVINE SITE PLAN APPLICATION PART 1. APPLICANT INFORMATION Name of app"cant: agenticompanylcontact I f i Street address of applicant V agent: City / State Zip Cdde7of bpficant 7agent: RNm N) A Lt I r Telephorie number of appricant I agent —1 — Fax number of applicant agent Q �)'. t Email address of applicantla ant Mobile phone number of applicant/agent Applicant's interest insdbject pr6perty: C f_�H 'ki AeW JeKtol� -t-b PART 1. PROPERTY INFORMATION Street address of subject property W I Ili Q Kin C: - Te��,, r> Legal description of subject property (metes & bounds must be described on 8 112"x 11 "sheet} �*cC Cree_k G,Ad% -fi j boo* mj 0- GePir4 ov,' tL* S i R, 3 C1jEcc � I bec;r C1 Size of subject property U,(AdikI 1 4- v I -e 6E Y C"Vo. i YN-4-1 T t -7 Z:4 Acres 0 C Square footage Present zoning classifica�_T Give a general description of the proposed use or uses for the proposed development, r' C (4) C' JJ_ I - ' - 'j 6-1 r 4, 4206,rl- Z PART 3. PROPERTY OWNER INFORMATION Of Name of current property owner: Street address of property owner. ao Se ��CA h City / state / Zip C d Telephone number of property owner: Fax number of property owner • Attach a final plat, or replat, of the approved subdivision by city council showing property boundary lines, dimensions, easements, roadways, rail lines, and public rights -of way crossing and adjacent to the tract ( I blueline copy) • Submit a site plan showing all information required by Section 47. E., Site Plan review requirements (see attached requirements). CJ All site plans must conform to the approved concept plan. Any changes to a site plan, approved with a conditional use special use, can only be approved a city council through the public hearing process. G �k � \1J "6 �Uru 0 2 N39 0 flu PART 4. SIGNATURE TO AUTHORIZE FILING OF A FINAL SITE PLAN A 4-)%V it" 1 1/l1 `? /I -MOT, Print Applicant's Name: Signature: The State Of County Of 10, on this day personally appeared flyBefore Me ared (notary) (applicant) known to me (or proved to me on the oath of card or other document) to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the purposes and consideration therein expressed, 'D fig (Seal) Given under my hand and seal of office this day of A.D. C)C)k SUSAN BATTE SXa4t Notary Public State of Texas ID # 324575-9 Notary In AndXSMfe, Of Texas Comm. gres W23-2021 VX)C>'0-SCAA 5CVA(A Print'Ptoperty Owner's game: cp,, AC) iVrou— 1proprOwner's Signature 641; AW'(0ey'ArNAk'k Ily The State Of ,AA i\ County Of Before Me on this day personally appeared ,, (notary) 0 (property oVvner) known to me (or proved to me on the oath of card or other document) to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the purposes and consideration therein expressed. (Seal) Given under my hand and seal of office this 'LA I X day of A.D. 0")) C., Nota NoFa?y-lh And For State Of Texas- tAN KIMBERLY A SMITH Notary Public COMMONWEALTH OF MASSACHUSETTS My Commission Expires of December 7, 2023 ,all ILLUMINATION PLAN An illumination plan to include a site photometric (including illuminated signs) and all fixture details shall be submitted as part of the site plan review process. Applications will not be accepted without this requirement. I hereby acknowledge that an illumination plan has been included as a part of this submittal. Applicant Signature Date: 7 - -5'1, / Property Owner Signature :Z ' /Ack ", ) 160� -�C> it/ LLC- AS A-\V-ccyy -ii-\) Date: SCCC(X---, ACCYICr Vv"Ay G-1 M 4 fJr PLATTING VERIFICATION This verification statement must be signed prior To the submittal of this application It has been determined that the property described below does require platting or replattling and the applicant has been instructed on this procedure. It has been determined that the property described below is currently platted or does not require platting or replatting at this time. Address of subject property Legal description of subject property Public Works Department Date This form must be signed by the public works department and submitted along with a completed application to the planning and zoning department SP17-20 AUGUST 9, 2017 SIGFOX 3517 WILLIAM D. TATE AVENUE LOT 3R, BLOCK 1, BEAR CREEK ADDITION SIGFOX — 3517 WILLIAM D. TATE AVENUE cation final +7"T114 Ifto Dym UCx� • • q• • All sheets • Please retain all seals on the final revisions. • Please add the signature block found below and number the sheets in consecutive order, i.e. 1 of 5 within the block. Please add case number — SP1 7-20 to the lower right hand corner within the title block of each sheet. CITY OF GRAPEVINE APPROVED APPROVAL DOES NOT AUTHORIZE ANY WORK IN CONFLICT WITH ANY CODES OR ORDINANCES. PLANNER I DATE I SHEET: OF DEPARTMENT OF DEVELOPMENT SERVICES MINIMUM SIZE 3"X 4" THIS SIGNATURE BLOCK MUST APPEAR ON EACH PAGE OF THE SUBMITTAL AND FINAL REVISIONS. NUMBER EACH SHEET AS PER EXAMPLE BELOW: SHEET 1 OF 4; SHEET 2 OF 4; SHEET 3 OF 4; SHEET 4 OF 4, ETC. Title Sheet — T-1 • Please provide the scope of work. Overall site plan • Please provide an overall site plan which depicts the location of William D. Tate Avenue and the access to the subject site (please see an attached example). Compound Layout C-1 0 Please label the dimensions of the fenced area. • Please note on this sheet that the property is presently zoned "PID" Planned Industrial Development District. • Please include a graphic scale. Tower Elevation & Details C-2 • Please provide an existing and proposed antenna layout. • Sheets E-5, E-2 and G-1 may be omitted from the final revised site plan submittal. Please submit the revised documents to the Department of Development Services at 200 South Main Street. The final revised submittal shall include: Two (2) unfolded and unbound blackline copies of each sheet, (minimum size 22" x 34") If you have any questions please contact Albert L. Triplett, Jr. at (817) 410-3155. Albert Triplett From: Ashley Shepker <ashley gobroadus.com> Sent: Wednesday, August 09, 2017 4:40 PIVI To: Albert Triplett Subject: Re: SP17-20 - 3517 William D. Tate Ave. Albert, This is recieved. For the request to add existing and proposed, Sigfox is new to the tower so there will be no existing equipment. On Wed, Aug 9, 2017 at 4:37 PM, Albert Triplett <atriPlett(&uqpevinetexas.go-v> wrote: Mrs. Watkins, attached are staff comments and example of an overall site plan for the subject site. Please acknowledge your receipt of this email and attachments. Thank you. Albert L. Triplett Jr. City of Grapevine 200 S. Main Street Grapevine TX 76051 gilrAg'5111KI From: atrivlett(&ua-pevinetexas.gov [mailto:atnt)lett(&uqpevinetexas.gov] Sent: Wednesday, August 09, 2017 11:20 AM To: Albert Triplett <atriplettafzrapevinetexas.gov> Subject: Message from KMBT—C652DS I August 30, 2017 Ashley Watkins SigFox 545 Boylston St 10th Floor Boston, MA 02116 Re: Case No. SP1 7-20 This letter is to verify that your Site Plan Review application SP1 7-20 for property located at 3517 William Q Tate Avenue and platted as Lot 3R, Block 1, Bear Creek was approved per the enclosed site plan on August 30, 2017. Please find enclosed an approved site plan set for your records. No site plan approval shall be valid for a period longer than one (1) year from the date such approval is issued, unless a building permit is issued and construction is actually begun within that period, and is thereafter diligently pursued to completion or an occupancy permit is obtained and a use commenced within that period. Approval of an application does not authorize any work in conflict with any Codes or Ordinances of the City of Grapevine Any changes to a site plan approved with a conditional use or a special use can only be approved by city council through the public hearing process. If you have any questions relative to your building permit, please contact the Plans Examiner, at (817) 410-3165. If you have any further questions regarding your site plan approval, please feel free to contact me at (817) 410-3155. Sincerely, Susan Batte 416 Planning Technician a DE T1,OP- ENI' SERVIC1�.S DEPARTMENT The City of Grapevine - P.O. Box 95104 - Grapevine, Texas 76099 - (817) 410-3154 Fax (8 17) 410-3018 - www.grapevinetexas.gov Eng. Number OAA700442_C2_02 April 3 2017 Page 1 of 2 AMERICAN 'TOWER sk—/-Qo C A R P O R A T 1 O N Structural Evaluation ATC Site Number & Name 309408, Hwy 121 / 360 (co -locate), TX Carrier Site Number & Name TX7588, TX7588_ATC_309408 Site Location 3517 William D Tate RAD Grapevine, TX 76051-7133, Tarrant County 105.0 32.89985556 N / -97.09742778 W Tower Description 100 ft Monopole Basic Wind Speed 90 mph (3 -Second Gust) Basic Wind Speed w/ Ice 30 mph (3 -Second Gust) w/ V ice Code ANSI/TIA-222-G / 2006 1 BC Existing and Reserved Equipment Elevation' (ft) Qty Antenna Mount Type Lines Carrier Mount RAD 105.0 105.0 2 Raycap DC6-48-60-18-8F Platform w/ Handrails (4) 8 AWG 6 (122)) 7 7//8" Coax (3) 0.39" Fiber Trunk (1) 3/8" Coax (1) 3" conduit AT&T Mobility 1 Raycap DC6-48-60-0-8F 12 Ericsson KRY 112 75/1 Y 112 9 Ericsson 1 6 Commscope SBNHH-1D65B 6 Andrew DBXNH-65658-R2M 95.0 95.0 2 Ericsson M LTN 28/2X 093T/64X Stand -Off (13)15/8" CoaxMetro (2) 3/8 Coax PCS 6 Andrew HBX-6516DS-R2M 2 Ericsson ANT2 0.6 HP 28 1 2' Std. Dish 1 RFS MA0528-28AN 69.0 69.0 1 Harris MicroStar M/H 18 GHz Flush (2) 0.405" Coax FiberTower 1 Radio Waves HP2-18 Equipment to be Removed Elevation' (ft) Qty Antenna Mount Type Lines Carrier Mount RAD No loading considered as to be removed 0 ATC Tower Services, Inc. - 3500 Regency Parkway, Suite 100 - Cary, NC 27518 — 919-468-0112 Office - 919.466.5414 Fax - www.americantower.com Eng. Number OAA700442_C2_02 April 3 2017 Page 2 of 2 MERIGAN TOWER C O R P O R A T I O N Prnnnsed Fauinment Elevation' (ft) Qty Antenna Mount Type Lines Carrier Mount RAD 74.0 74.0 1 Procom CXL 900-31-W Side Arm (1)1/2" Coax Sigfox S.A. 1 5" x 3" x 2" Cavity Filter 1 Low Noise Amplifier 'Mount elevation is defined as height above bottom of steel structure to bottom of mount, RAU elevation Is aetineo as center or antenna above grade level (AGL). Install proposed coax inside of the pole shaft. The existing and proposed loads listed in the tables above are compared to the tower's current design capacity or previous structural analysis. The tower should be re-evaluated as future loads are added or if actual loads are found different from those listed in the tables. The subject tower and foundation are adequate to support the above stated loads in conformance with specified requirements. *....................................&" SANTHOSHA SHANBHOGUE ..........125230 �.�Qr) 4 1W GM/TL Apr 3 2017 5:05 PM ZOS18n ATC Tower Services, Inc. - 3500 Regency Parkway, Suite 100 - Cary, NC 27518 — 919-468-0112 Office - 919.466.5414 Fax - www.americantower.com A AMERICAN TOWER" C O R P O R A T B O N Eng. Number OAA700442_C2_02 April 3 2017 SAW?'ao Page 1 of 2 Structural Evaluation ATC Site Number & Name 309408, Hwy 121 / 360 (co -locate), TX Carrier Site Number & Name TX7588, TX7588_ATC_309408 Site Location 3517 William D Tate 105.0 Grapevine, TX 76051-7133, Tarrant County 2 Raycap DC6-48-60-18-8F 32.89985556 N / -97.09742778 W Tower Description 100 ft Monopole Basic Wind Speed 90 mph (3 -Second Gust) Basic Wind Speed w/ Ice 30 mph (3 -Second Gust) w/ %" ice Code ANSI/TIA-222-G / 20061 BC Existing and Reserved Equipment Elevation' (ft) City Antenna Mount Type Lines Carrier Mount RAD 105.0 105.0 2 Raycap DC6-48-60-18-8F Platform w/ Handrails (4) 8 AWG 6 (122)) 7 7//8" Coax (3) 0.39" Fiber Trunk (1) 3/8" Coax (1) 3" conduit AT&T Mobility 1 Raycap DC6-48-60-0-8F 12 Ericsson KRY 112 75/1 Y 112 9 Ericsson 1 6 Commscope SBNHH-1D65B 6 Andrew DBXNH-6565B-R2M 95.0 95.0 2 Ericsson MLTN28/2X 093T/64X Stand -Off (13)15/8" Coax (2) 3/8" Coax Metro PCS 6 Andrew HBX-6516DS-R2M 2 Ericsson ANT2 0.6 HP 28 1 2' Std. Dish 1 RFS MA0528-28AN 69.0 69.0 1 Harris Microstar M/H 18 GHz Flush (2) 0.405" Coax FiberTower 1 Radio Waves HP2-18 Equipment to be Removed Elevation' (ft) QtY Antenna Mount Type Lines Carrier Mount RAD No loading considered as to be removed i4 ?WG ATC Tower Services, Inc. - 3500 Regency Parkway, Suite 100 - Cary, NC 27518 — 919-468-0112 Office - 919.466.5414 Fax - www.americantower.com Eng. Number OAA700442_C2_02 April 3 2017 ., Page 2 of 2 $ # AMERICAN TOWER" ' C O R P O R A T I O N Pronosed Eauinment Elevation' (ft) 4tY Antenna Mount Type Lines Carrier Mount RAD 74.0 74.0 1 Procom CXL 900-31-W Side Arm (1)1/2" Coax Sigfox S.A. 1 5" x 3" x 2" Cavity Filter 1 Low Noise Amplifier 'Mount elevation is defined as height above bottom of steel structure to bottom of mount, RAD elevation is detined as center of antenna above grade level (AGL). Install proposed coax inside of the pole shaft. The existing and proposed loads listed in the tables above are compared to the tower's current design capacity or previous structural analysis. The tower should be re-evaluated as future loads are added or if actual loads are found different from those listed in the tables. The subject tower and foundation are adequate to support the above stated loads in conformance with specified requirements. O F GM / TL Apr 3 2017 5:05 PM ',-"0S18n ATC Tower Services, Inc. - 3500 Regency Parkway, Suite 100 - Cary, NC 27518 — 919-468-0112 Office - 919.466.5414 Fax - www.americantower.com 0 AMERICAN TOWER" C 0 R P 0 a A T 1 0 N Eng. Number OAA700442_C2_02 April 3 2017 sen-vzo Page 1 of 2 Structural Evaluation ATC Site Number & Name 309408, Hwy 121 / 360 (co -locate), TX Carrier Site Number & Name TX7588, TX7588_ATC_309408 Site Location 3517 William D Tate 105.0 Grapevine, TX 76051-7133, Tarrant County 2 Raycap DC6-48-60-18-8F 32.89985556 N / -97.09742778 W Tower Description 100 ft Monopole Basic Wind Speed 90 mph (3 -Second Gust) Basic Wind Speed w/ Ice 30 mph (3 -Second Gust) w/ %" ice Code ANSIITIA-222-G / 2006 1 BC Existing and Reserved Equipment Elevation' (ft) Qty Antenna Mount Type Lines Carrier Mount RAD 105.0 105.0 2 Raycap DC6-48-60-18-8F platform w / Handrails (4) 8 AWG 6 (122)) 7/8" Coax (3) 0.39" Fiber Trunk (1) 3/8" Coax (1) 3" conduit AT&T Mobility 1 Raycap DC6-48-60-0-8F 12 EricssonKRY 112 75/1 9 US -11 6 Commscope SBNHH-1D65B 6 Andrew DBXNH-65658-R2M 95.0 95.0 2 Ericsson MLTN28/2X 093T/64X Stand -Off (13)15/8" Coax (2) 3/8" Coax Metro PCS 6 Andrew HBX-6516DS-R2M 2 Ericsson ANT2 0.6 HP 28 1 2' Std. Dish 1 RFS MA0528-28AN 69.0 69.0 1 Harris Microstar M/H 18 GHz Flush (2) 0.405" Coax FiberTower 1 I Radio Waves HP2-18 Equipment to be Removed Elevation' (ft) Qty Antenna Mount Type Lines Carrier Mount RAD No loading considered as to be removed 0 ATC Tower Services, Inc. - 3500 Regency Parkway, Suite 100 - Cary, NC 27518 — 919-468-0112 Office - 919.466.5414 Fax - www.americantower.com Prnnncarl FnuinmPnt A AMERICAN TOWER C O R P O R A T I O N Eng. Number OAA700442_C2_02 April 3 2017 Page 2 of 2 Elevation' (ft) City Antenna Mount Type Lines Carrier Mount RAD 74.0 74.0 1 Procom CXL 900-3LW Side Arm (1)1/2" Coax Sigfox S.A. 1 5" x 3" x 2" Cavity Filter 1 Low Noise Amplifier 'Mount elevation is defined as height above bottom of steel structure to bottom of mount, RAD elevation is cietineo as center of antenna above grade level (AGL). Install proposed coax inside of the pole shaft. The existing and proposed loads listed in the tables above are compared to the tower's current design capacity or previous structural analysis. The tower should be re-evaluated as future loads are added or if actual loads are found different from those listed in the tables. The subject tower and foundation are adequate to support the above stated loads in conformance with specified requirements. ................................. r... . SANTHOSHA SHANBNOGUE ..1.......125230.....,, �.� 4' N 5F". ',t1k'..''' G /ONAI �%a GM/TL Apr 3 2017 5:05 PM ATC Tower Services, Inc. - 3500 Regency Parkway, Suite 100 - Cary, NC 27518 — 919-468-0112 Office - 919.466.5414 Fax - www.americantower.com A AMERICAN TOWER C O R P O R A T I O N Eng. Number OAA700442_C2_02 April 3 2017 Page 1 of 2 Structural Evaluation ATC Site Number & Name 309408, Hwy 121 / 360 (co -locate), TX Carrier Site Number & Name TX7588, TX7588_ATC_309408 Site Location 3517 William D Tate 105.0 Grapevine, TX 76051-7133, Tarrant County 2 Raycap DC6-48-60-18-8F 32.89985556 N / -97.09742778 W Tower Description 100 ft Monopole Basic Wind Speed 90 mph (3 -Second Gust) Basic Wind Speed w/ Ice 30 mph (3 -Second Gust) w/ V ice Code ANSI/TIA-222-G / 2006 IBC Existing and Reserved Equipment Elevation' (ft) Qty Antenna Mount Type Lines Carrier Mount RAD 105.0 105.0 2 Raycap DC6-48-60-18-8F Platform w/ Handrails 8 AWG 6 (4) 2) 7/8" Coax (12) 7/ (3) 0.39" Fiber Trunk (1) 3/8" Coax (1) 3" conduit AT&T Mobility 1 Raycap DC6-48-60-0-8F 12 Ericsson KRY 112 75/1 Y 112 9 Ericsson 1 6 Commscope SBNHH-1D65B 6 Andrew DBXNH-6565B-R2M 95.0 95.0 2 Ericsson M LTN28/2X 093T/64X Stand -Off (13)15/8" Coax (2) 3/8" Coax Metro PCS 6 Andrew HBX-6516DS-R2M 2 Ericsson ANT2 0.6 HP 28 1 2' Std. Dish 1 RFS MA0528-28AN 69.0 69.0 1 Harris MicroStar M/H 18 GHz Flush (2) 0.405" Coax FiberTower 1 Radio Waves HP2-18 Equipment to be Removed Elevation' (ft) C111Antenna Mount Type Lines Carrier Mount RAD No loading considered as to be removed 0 ATC Tower Services, Inc. - 3500 Regency Parkway, Suite 100 - Cary, NC 27518 — 919-468-0112 Office - 919.466.5414 Fax - www.americantower.com P� F�, i A,U G 0 2 2 01 I 6: 0 ATC Tower Services, Inc. - 3500 Regency Parkway, Suite 100 - Cary, NC 27518 — 919-468-0112 Office - 919.466.5414 Fax - www.americantower.com Eng. Number OAA700442_C2_02 April 3 2017 Page 2 of 2 x,,. A f AMERICAN TOWER® C O R P O R A T I O N Pronnsed Enuinment Elevation' (ft) Qty Antenna Mount Type Lines Carrier Mount RAD 74.0 74.0 1 Procom CXL 900-3LW Side Arm (1)1/2" Coax Sigfox S.A. 1 5" x 3" x 2" Cavity Filter 1 Low Noise Amplifier 'Mount elevation is defined as height above bottom of steel structure to bottom of mount, RAD elevation is defined as center of antenna above grade level (AGL). Install proposed coax inside of the pole shaft. The existing and proposed loads listed in the tables above are compared to the tower's current design capacity or previous structural analysis. The tower should be re-evaluated as future loads are added or if actual loads are found different from those listed in the tables. The subject tower and foundation are adequate to support the above stated loads in conformance with specified requirements. OF T��t •�P. �. CIO SANTHOSHA SHANBHOGUE 125230,Q,...., } .� .�'VO c rssti,.•',s AV GM/TL Apr 3 2017 5:05 PM ATC Tower Services, Inc. - 3500 Regency Parkway, Suite 100 - Cary, INC 27518 — 919-468-0112 Office - 919.466.5414 Fax - www.americantower.com A AMERICANTOWER' C O R P O R A T& O N Eng. Number OAA700442_C2_02 April 3 2017 Page 1 of 2 sm-a(D Structural Evaluation ATC Site Number & Name 309408, Hwy 121 / 360 (co -locate), TX Carrier Site Number & Name TX7588, TX7588_ATC_309408 Site Location 3517 William D Tate 105.0 Grapevine, TX 76051-7133, Tarrant County 2 Raycap DC6-48-60-18-8F 32.89985556 N / -97.09742778 W Tower Description 100 ft Monopole Basic Wind Speed 90 mph (3 -Second Gust) Basic Wind Speed w/ Ice 30 mph (3 -Second Gust) w/ %" ice Code ANSI/TIA-222-G / 2006 1 BC Existing and Reserved Equipment Elevation' (ft) Qty Antenna Mount Type Lines Carrier Mount RAD 105.0 105.0 2 Raycap DC6-48-60-18-8F Platform w / Handrails (4) 8 AWG 6 (122)) 7/8" Coax (3) 0.39" Fiber Trunk (1) 3/8" Coax (1) 3" conduit AT&T Mobility 1 Raycap DC6-48-60-0-8F 12 Ericsson KRY 112 75/1 9 Ericsson RRUS-11 6 Commscope SBNHH-1D65B 6 Andrew DBXNH-6565B-R2M 95.0 95.0 2 Ericsson MLTN28/2X 093T/64X Stand -Off (13)15/8" Coax (2) 3/8" Coax Metro PCS 6 Andrew HBX-6516DS-R2M 2 Ericsson ANT2 0.6 HP 28 1 2' Std. Dish 1 RFS MA0528-28AN 69.0 69.0 1 Harris Microstar M/H 18 GHz Flush (2) 0.405" Coax FiberTower 1 Radio Waves HP2-18 Equipment to be Removed Elevation' (ft) Qty Antenna Mount Type Lines Carrier Mount RAD No loading considered as to be removed ATC Tower Services, Inc. - 3500 Regency Parkway, Suite 100 - Cary, NC 27518 — 919-468-0112 Office - 919.466.5414 Fax - www.americantower.com Prnnncarl Fnuinmant AMERICAN TOWER C O R P O R A T I O N Eng. Number OAA700442_C2_02 April 3 2017 Page 2 of 2 Elevation' (ft) Qty Antenna Mount Type Lines Carrier Mount RAD 74.0 74.0 1 Procom CXL 900-31-W Side Arm (1)1/2" Coax SigFox S.A. 1 5" x 3" x 2" Cavity Filter 1 Low Noise Amplifier `Mount elevation is defined as height above bottom of steel structure to bottom of mount, RAU elevation Is oetlneo as center of antenna above grade level (AGL). Install proposed coax inside of the pole shaft. The existing and proposed loads listed in the tables above are compared to the tower's current design capacity or previous structural analysis. The tower should be re-evaluated as future loads are added or if actual loads are found different from those listed in the tables. The subject tower and foundation are adequate to support the above stated loads in conformance with specified requirements. P c' ®F. CO. 9s. *........... --- ...... 11—........... SANTHOSHA SHANBHOGUE ,.........-1252304 ,4�N 00 GM/TL Apr 3 2017 5:05 PM ATC Tower Services, Inc. - 3500 Regency Parkway, Suite 100 - Cary, NC 27518 — 919-468-0112 Office - 919.466.5414 Fax - www.americantower.com Page I of 14 D215018062 1/2712015 3:40 PM PGS 14 Fee: $68.00 Submitter: SIMPLIFILE Electronically Recorded by Tarrant County Clerk in Official Public Records Maly (.ouise Garcia Prepared by and Return to: Attorney Christopher Flammer, Land Management Site No,: 309408 Site Name: Hwy 121/360, TX c/o American Tower 10 Presidential Way Woburn, MA 01801 (Recorder's Use Above this Line) STATE OF TEXAS Assessor's Parcel No.: 07169620 COUNTY OF TARRANT EASEMENT AND ASSIGNMENT AGREEMENT This Easement Agreement ("Agreement") dated as of 201Y (the "Effective• Date"), by and between Robert and Sharon Taylor, individually as husband and wife, and as Co -Trustees of the Robert and Sharon Family Living Trust, dated March 1, 1999 ("Grantor") and American Tower Asset Sub It, LLC, a Delaware limited liability company ("Grantee"). BACKGROUND Grantor is the owner of the real property described in Exhibit "A" attached hereto and by this reference made a part hereof (the "Premises"). Grantor desires to grant to Grantee certain easement rights with respect to the Premises, as more particularly described below, and subject to the terms and conditions of this Agreement. AGREEMENTS For and in consideration of the covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Grant of Easements. Grantor, for itself and its heirs, personal representatives, successors and assigns, hereby grants, bargains, sells, transfers and conveys to Grantee, its successors and/or assigns: (i) a perpetual, exclusive easement (the "Exclusive Easement") in and to that portion of the Premises more particularly described on Exhibit "B" attached hereto and by this reference made a part hereof (the "Exclusive Easement Area"); and (ii) a perpetual, non- exclusive easement (the "Access and Utility Easement"; the Exclusive Easement and Access and Utility Easement, collectively, the "Easements") in and to that portion of the Premises more particularly described on Exhibit "C attached hereto and by this reference made a part hereof (the "Access and Utility Easement Area"; the Access and Utility Easement Area and Exclusive Easement Area, collectively, the "Easement Areas"). The Easement Areas shall be used for the purposes set forth herein and shall expressly include that portion of the Premises upon which any of Grantee's fixtures, structures, equipment or other personal property are located as of the date of this Agreement. Site No: 309408 ry t Site Name: Hwy 121/360 TX F. i i1 4 Z ' +� Prepared by and Return to: Attorney Christopher Flammer, Land Management Site No.: 309408 Site Name: Hwy 121/360, TX c/o American Tower 10 Presidential Way Wobum, MA 01801 STATE OF TEXAS COUNTY OF TARRANT (Recorder's Use Above this Line) Assessor's Parcel No.: 07169620 EASEMENT AND ASSIGNMENT AGREEMENT This Easement Agreement ("Agreement") dated as of bL, 201Y (the -Effective Date"), by and between Robert and Sharon Taylor, individually as husband and wife, and as Co -Trustees of the Robert and Sharon Family Living Trust, dated March 1, 1999 ("Grantor") and American Tower Asset Sub II, LLC, a Delaware limited liability company ("Grantee"). BACKGROUND Grantor is the owner of the real property described in Exhibit "A" attached hereto and by this reference made a part hereof (the "Premises"). Grantor desires to grant to Grantee certain easement rights with respect to the Premises, as more particularly described below, and subject to the terms and conditions of this Agreement. AGREEMENTS For and in consideration of the covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Grant of Easements. Grantor, for itself and its heirs, personal representatives, successors and assigns, hereby grants, bargains, sells, transfers and conveys to Grantee, its successors and/or assigns: (i) a perpetual, exclusive easement (the "Exclusive Easement") in and to that portion of the Premises more particularly described on Exhibit "B" attached hereto and by this reference made a part hereof (the "Exclusive Easement Area"); and (ii) a perpetual, non- exclusive easement (the "Access and Utility Easement"; the Exclusive Easement and Access and Utility Easement, collectively, the "Easements") in and to that portion of the Premises more particularly described on Exhibit "C" attached hereto and by this reference made a part hereof (the "Access and Utility Easement Area"; the Access and Utility Easement Area and Exclusive Easement Area, collectively, the "Easement Areas"). The Easement Areas shall be used for the purposes set forth herein and shall expressly include that portion of the Premises upon which any of Grantee's fixtures, structures, equipment or other personal property are located as of the date of this Agreement. Site No: 309408 Site Name: Hwy 121/360 TX 2. Private Easement. Nothing in this Agreement shall be deemed to be a dedication of any portion of the Easement Areas for public use. All rights, easements and interests herein created are private and do not constitute a grant for public use or benefit. 3. Successors Bound. This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective heirs, personal representatives, lessees, successors and assigns. It is the intention of the parties hereto that all of the various rights, obligations, restrictions and easements created in this Agreement shall run with the affected lands and shall inure to the benefit of and be binding upon all future owners and lessees of the affected lands and all persons claiming any interest under them. 4. Duration. The duration of this Agreement and the Easements granted herein (the "Term") shall be perpetual, unless Grantee provides written, recordable notice of Grantee's intent to terminate this Agreement and the Easements described herein, in which event this Agreement, the Easements, and all obligations of Grantee hereunder shall terminate upon Grantee's recordation of any such notice. For the avoidance of doubt, Grantee may, in its sole and absolute discretion, unilaterally terminate this Agreement, the Easements, and all of Grantee's obligations hereunder without the approval of or consent of Grantor as provided in the immediately preceding sentence. 5. Easement Consideration. Grantor hereby acknowledges the receipt, contemporaneous with the execution hereof, of adequate and sufficient consideration paid to Grantor pursuant to the terms of that certain Option Agreement to Purchase Communications Easement (the "Option Agreement"). Grantor and Grantee hereby declare that there may be additional payments due to Grantor by Grantee pursuant to the terms of the Option Agreement. The provisions in this Agreement should not be used in interpreting the applicable provisions in the Option Agreement that specifically survived Closing (as defined in the Option Agreement) with respect to consideration owed to Grantor by Grantee. Notwithstanding anything to the contrary in this Agreement, with the exception of any consideration that may still be owed pursuant to the Option Agreement, there shall be no other consideration owed to Grantor by Grantee under this Agreement. In the event this Agreement is terminated for any reason, any consideration owed hereunder or under the Option Agreement shall cease and Grantee shall not be required to make any further payments. 6. Use of Easement Areas. a. Exclusive Easement. The Exclusive Easement Area may be used by Grantee and any of its affiliates, customers, tenants, subtenants, lessees, licensees, successors, and/or assigns together with any of the employees, contractors, consultants, and/or agents of the foregoing (collectively, the "Permitted Parties") for the purposes of installing, constructing, maintaining, operating, modifying, repairing and/or replacing improvements, equipment, structures, fixtures, antennae and other personal property as Grantee may deem necessary or appropriate, which may be located on or in the Exclusive Easement Area from time to time, for the facilitation of communications and other related uses. Any such property, including any equipment, structures, fixtures and other personal property currently on or in the Exclusive Easement Area, shall not be deemed to be part of the Premises, but instead shall remain the property of Grantee or the applicable Permitted Parties. At any time during the Term and at any time within 180 days after the termination of this Agreement, Grantee and/or any applicable Permitted Parties may remove their equipment, structures, fixtures and other personal property from the Easement Areas. Grantee may make, without the consent or approval of Grantor, any improvements, alterations or modifications to the Exclusive Easement Area as are deemed appropriate by Grantee, in its sole and absolute discretion. Grantee shall have the unrestricted and exclusive right, exercisable without the consent or approval of 'Grantor, to lease, sublease, license, or sublicense any portion of the Exclusive Easement Area, but no such lease, sublease or license shall relieve or release Grantee from its obligations under this Agreement. Grantor shall not have the right to use the Exclusive Easement Area for any reason and shall not disturb Grantee's nor any Permitted Parties' right to use the Exclusive Easement Area in any manner. Grantee may construct a fence around all or any part of the Exclusive Easement Area and shall have the right to prohibit anyone, including Grantor, from entry into such Exclusive Easement Area. b. Access and Utility Easement. The Access and Utility Easement shall be used by Grantee and the Permitted Parties for pedestrian and vehicular (including trucks) ingress and egress to and from the Exclusive Easement Area at all times during the Term on a seven (7) days a week, twenty-four (24) hours per day basis. Grantee shall have the non- exclusive right to construct, reconstruct, add, install, improve, enlarge, operate, maintain and remove overhead and underground utilities, including, without limitation, electric, fiber, water, gas, sewer, telephone, and data transmission lines (including wires, poles, guys, cables, conduits and appurtenant equipment) in, on, or under the Access and Utility Easement Area in order to connect the same to utility lines located in a publicly dedicated right of way. Notwithstanding Site No: 309408 Site Name: Hwy 121/360 TX the foregoing, Grantor shall not in any manner prevent, disturb, and/or limit access to the Access and Utility Easement Area or use of the Access and Utility Easement by Grantee or any of the Permitted Parties, and Grantor shall not utilize the Access and Utility Easement Area in any manner that interferes with Grantee's or any of the Permitted Parties' use of such area as expressly provided herein. In the event the Access and Utility Easement Area cannot, does not, or will not fully accommodate the access and utility needs of the Grantee during the Term, or if it is reasonably determined by Grantor or Grantee that any utilities that currently serve the Exclusive Easement Area are not encompassed within the description of the Access and Utility Easement Area as set forth herein, Grantor and Grantee agree to amend the description of the Access and Utility Easement Area provided herein to include the description of such areas and/or to relocate the Access and Utility Easement, for no additional consideration, and to create a revised legal description for the Access and Utility Easement Area that will reflect such relocation. The Access and Utility Easement and the rights granted herein with respect to the same shall be assignable by Grantee to any public or private utility company to further effect this provision without the consent or approval of Grantor. 7. Assignment. Grantee may assign this Agreement, in whole or in part, to any person or entity at any time without the prior written consent or approval of, or notice.to, Grantor, including, but not limited to, an affiliate of Grantee. If any such assignee agrees to assume all of the obligations of Grantee under this Agreement,. then Grantee will be relieved of all of its obligations, duties and liabilities hereunder. 8. Covenants; Representations; Warranties.. a. Grantor hereby represents and warrants to Grantee the following: (i) Grantor is the owner in fee simple of the Easement Areas, free and clear of all liens and encumbrances; (ii) Grantor has the full authority and power to enter into and perform its obligations under this Agreement, and, to the extent applicable, the person or persons executing this Agreement on behalf of Grantor have the authority to enter into and deliver this Agreement on behalf of Grantor; (iii) to Grantor's knowledge, there is no condemnation proceeding pending or threatened against all or any portion of the Premises; (iv) no claim, litigation, proceeding, or investigation is pending or, to Grantor's knowledge, threatened against Grantor or all or any portion of the Premises that could affect Grantee's use of the Easement Areas as contemplated herein; (v) Grantor has not filed any voluntary petition in bankruptcy or suffered the filing of an involuntary petition by its creditors or suffered the appointment of a receiver to take possession of substantially all of its assets; (vi) to Grantor's knowledge, the Premises is in compliance with all applicable laws, ordinances and regulations, including those governing Hazardous Materials (as defined below); (vii) to Grantor's knowledge, there is no proceeding pending or threatened to change the zoning status of the Premises; (viii) Grantor is not indebted to any party, including, without limitation, any local or state or the federal government for which a lien or claim of lien has been or could be asserted against the all or any portion of the Premises; (ix) there are no leases, written or oral, affecting all or any portion of the Easement Areas, except for any agreements entered into between Grantee or its affiliates and third parties; (x) the Easement Areas do not constitute or form a part of Grantor's homestead, or, in the event that the Easement Areas are located upon homestead property, then Grantor's spouse (if applicable) shall join in the execution of this Agreement; (xi) Grantor has paid all taxes, assessments, charges, fees, levies, impositions and other amounts relating to the Premises due and payable prior to the Effective Date; and (xii) Grantee shall peaceably and quietly hold, exercise, and enjoy the Easements during the Term without any hindrance, molestation or ejection by any party whomsoever. b. During the Term, Grantor shall pay when due all real property, personal property, and other taxes, fees and assessments attributable to the Premises, including the Easement Areas. Grantee hereby agrees to reimburse Grantor for any personal property taxes in addition to any increase in real property taxes levied against the Premises, to the extent both are directly attributable to Grantee's improvements on the Easements (but not, however, taxes or other assessments attributable to periods prior to the date of this Agreement), provided, however, that Grantor must furnish written documentation (the substance and form of which shall be reasonably satisfactory to Grantee) of such personal property taxes or real property tax increase to Grantee along with proof of payment of same by Grantor. Anything to the contrary notwithstanding, Grantee shall not be obligated to reimburse Grantor for any applicable taxes unless Grantor requests such reimbursement within one (1) year after the date such taxes became due. Grantor shall submit requests for reimbursement in writing to: American Tower Corporation, Attn: Landlord Relations, 10 Presidential Way,. Woburn, MA 01801 unless otherwise directed by Grantee from time to time. Subject to the requirements set forth in this Section, Grantee shall make such reimbursement payment within forty-five (45) days of receipt of a written reimbursement request from Grantor. Grantee shall pay applicable personal property taxes directly to the local taxing authority to the extent such taxes are billed and sent directly by the taxing authority to Grantee. If Grantor fails to pay when due any taxes affecting the Premises as required herein, Grantee shall have the right, but not the obligation, to Site No: 309408 Site Name: Hwy 121/360 TX pay such taxes on Grantor's behalf and: (i) deduct the full amount of any such taxes paid by Grantee on Grantor's behalf from any future payments required to be made by Grantee to Grantor hereunder; (ii) and demand reimbursement from Grantor, which reimbursement payment Grantor shall make within ten (10) days of such demand by Grantee; and/or (iii) collect from Grantor any such tax payments made by Grantee on Grantor's behalf by any lawful means. C. Without Grantee's prior written consent, which consent may be withheld or conditioned in Grantee's sole and absolute discretion, Grantor shall not (i) cause any portion of the Easement Areas to be legally or otherwise subdivided from any master tract of which it is currently a part, or (ii) cause any portion of the Easement Areas to be separately assessed for tax purposes. d. Grantor shall not suffer, grant, create, transfer, or convey (or cause to be suffered, granted, created, transferred, or conveyed) any claim, lien, encumbrance, easement, interest, restriction or other charge or exception to title to the Easement Areas or any other portion of the Premises that would adversely affect Grantee's use of the Easement Areas as contemplated herein. e. Grantor shall not, and shall not permit any third party to use, generate, store, or dispose of any Hazardous Materials on, under, about, or within the Premises in violation of any Environmental Laws (as defined below). As used herein, "Hazardous Materials" shall mean any: contaminants, oils, asbestos, PCBs, hazardous substances, or wastes as defined by federal, state, or local environmental laws, regulations, or administrative orders or other materials the removal of which are required or the maintenance of which are prohibited or regulated by any federal, state, or local governmental authorities having jurisdiction over all or any portion of the Premises. As used herein, "Environmental Laws" shall mean any laws, regulations, ordinances, and/or administrative orders applicable to all or any portion of the Premises, which govern Hazardous Materials. f. Grantee shall not use, generate, store, or dispose of any Hazardous Materials on, under, about, or within the Easement Areas in violation of any Environmental Laws. g. Grantor hereby agrees to and does indemnify and shall defend and hold harmless Grantee and its officers, directors, shareholders, agents, contractors, and attorneys for, from, and against all damages asserted against or incurred by any of them by reason of or resulting from a breach by Grantor of any representation,, warranty or covenant of Grantor contained herein. h. The representations, warranties, covenants, agreements, and indemnities contained in this section shall survive the execution and delivery of this Agreement indefinitely. 9. Non -Disturbance. During the Term, Grantor will not improve or alter the Premises or grant, convey, transfer, or otherwise enter into any other easement, ground lease, lease, license, or similar agreement or contract with respect to any portion of the Premises if the same would interfere with, disturb, limit, or impair Grantee's permitted use of the Easement Areas. Grantor hereby acknowledges that Grantee and the Permitted Parties are currently utilizing the Exclusive Easement Area for the purpose of transmitting and receiving communication signals, including, but not limited to, wireless telecommunications signals. Grantor and Grantee recognize and acknowledge that Grantee's use of the Easement Areas set forth in this Agreement would be materially frustrated if the communications signals were blocked or otherwise interfered with, or if access and/or utilities to and from the Exclusive Easement Area were inhibited, even if temporarily. Grantor, for itself, its successors and assigns, hereby agrees to use its best efforts to prevent the occurrence of any of the foregoing and shall promptly undertake any remedial action necessary to comply with the terms and provisions of this Section. Grantee shall have the express right, among others, to seek an injunction to prevent any of the activities prohibited by this Section. 10. Grantee's Securitization Rights; Estoppel. Grantor consents to the granting by Grantee of a lien and security interest in Grantee's interest in this Agreement and all of Grantee's property and fixtures attached to and lying within the Exclusive Easement Area and further consents to the exercise by Grantee's mortgagee ("Grantee's Mortgagee") of its rights of foreclosure with respect to any lien or security interest. Provided that Grantee gives Grantor written notice of any such mortgagee, Grantor shall recognize Grantee's Mortgagee as "Grantee" hereunder in the event Grantee's Mortgagee exercises its right of foreclosure. Grantor further agrees to execute a written estoppel certificate within thirty (30) days of written request of the same by Grantee or Grantee's Mortgagee. Site No: 309408 Site Name: Hwy 121/360 TX 11. 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 below: To Grantee: American Tower Asset Sub II, LLC c/o American Tower 10 Presidential Way Woburn, MA 01801 With copy to: American Tower Asset Sub II, LLC c/o American Tower 116 Huntington Avenue Boston, MA 02116 Attn: Legal Department To Grantor: Robert and Sharon Taylor Family Trust 120 Seagrape Lane Laguna Vista, TX 78578 Grantor or Grantee, by thirty (30) days prior written notice to the other 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 12. Force Maieure. The time for performance by Grantor or Grantee of any term, provision, or covenant of this Agreement shall automatically be deemed extended by time lost due to delays resulting from strikes, civil riots, floods, labor or supply shortages, material or labor restrictions by governmental authority, litigation, injunctions, and any other cause not within the control of Grantor or Grantee, as the case may be. 13. Miscellaneous. This Agreement shall be recorded at the sole expense of Grantee and shall be governed by and construed in all respects in accordance with the laws of the State or Commonwealth in which the Premises is situated, without regard to the conflicts of laws provisions of such State or Commonwealth. The captions and headings herein are for convenience and shall not be held or deemed to define, limit, describe, explain, modify, amplify or add to the interpretation, construction or meaning of any provisions, scope or intent of this Agreement. This Agreement and any other documents executed in connection herewith , constitute the entire understanding between the parties with regard to the subject matter hereof and there are no representations, inducements, conditions, or other provisions other than those expressly set forth herein. Grantee has not provided any legal or tax advice to Grantor in connection with the execution of this Agreement. This Agreement may not be modified, amended, altered or changed in any respect except by written agreement that is signed by each of the parties hereto. 14. Cumulative Remedies. Except as otherwise expressly provided herein, each and every one of the rights, benefits and remedies provided to Grantor or Grantee in this Agreement, or in any instrument or documents executed pursuant to this Agreement, are cumulative and shall not be exclusive of any other of said rights, remedies and benefits allowed by law or equity to Grantor or Grantee. 15. Counterparts. This Agreement maybe 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 Grantor and Grantee are not signatories to the original or the same counterpart. 16. Severability. Should any part or provision of this Agreement be rendered or declared invalid by a court of competent jurisdiction, such invalidation of such part or provision shall not invalidate the remaining portions of the Agreement, and they shall remain in full force and effect and this Agreement shall be construed as if such part or provision had been so limited or as if such provision had not been included herein, as the case may be. Additionally, if any laws, rules or regulations promulgated by any state, county or local jurisdiction, including without limitation those concerning zoning, subdivision or land use, or should any court of competent jurisdiction, make the sale of the Easements herein either void or voidable, Grantor agrees that upon the written request of Grantee, the parties shall execute a reasonably acceptable ground lease between Grantor, as landlord, and Grantee, as tenant (with the Exclusive Easement area being the leased premises therein, and the Access and Utility Easement area remaining a non-exclusive easement for access and utility purposes) for uses consistent with those set forth herein. The parties agree that no Site No: 309408 Site Name: Hwy 121/360 TX additional consideration shall be paid to Grantor for entering into such a lease and said lease must (a) expressly provide that Grantee shall not be required to obtain the consent of Grantor to enter into any sublease or license of any portion of the leased premises or to permit sublessees or licensees to utilize the non-exclusive easement for access and utilities, (b) be for a term of ninety-nine (99) years, or as long as permitted by applicable law. 17. Attorney's Fees. If there is any legal action or proceeding between Grantor and Grantee arising from or based on this Agreement, the non -prevailing party to such action or proceeding shall pay to the prevailing party all costs and expenses, including reasonable attorney's fees and disbursements, actually incurred by such prevailing party in connection with such proceeding and in any appeal in related thereto. If such prevailing party recovers a judgment in any such action, proceeding or appeal, such costs, expenses and attorney's fees and disbursements shall be included in and as a part of such judgment. 18. Zo_ nine. To the extent any improvements in, on, or within the Exclusive Easement Area do not meet zoning or other land -use requirements, or to the extent such improvements may otherwise have to be relocated, Grantor hereby consents to the reasonable relocation of such improvements to accommodate such requirements. Grantor hereby agrees to reasonably cooperate with Grantee to create a revised legal description for the Exclusive Easement Area and the Access and Utility Easement Area that will accommodate the requirements for any relocated tower, including its access and utility needs. Grantor hereby covenants and agrees that (a) neither Grantor nor any affiliate of Grantor shall at any time oppose in any manner (whether at a formal hearing, in written documentation, or otherwise) any zoning, land use or building permit application of Grantee and (b) Grantor shall promptly cooperate with Grantee in making application for and/or otherwise obtaining all licenses, permits, and any other necessary approvals that may be required for Grantee's intended use of the Easement Areas. 19. Assignment of Ground Lease. Grantor hereby assigns to Grantee all of Grantor's beneficial rights, title and interest in, to and under all of the existing leases, licenses and other agreements for use or occupancy of the Easements, including, but not limited to, those agreements listed on Exhibit "D" attached hereto (the "Current Agreement"), including without limitation, the right to receive any and all rents and other monies payable to Grantor thereunder and including during any and all extensions thereof ("Contract Revenues"). Grantor hereby represents and warrants that as of the Effective Date there are no leases, license or other agreements pertaining to the Premises other than the Current Agreement. Notwithstanding the foregoing assignment to Grantee, Grantor agrees that Grantor remains the fee owner of the Premises and Grantor remains obligated to comply with all obligations of the lessor or Grantor under the Current Agreement, as same may be extended or renewed, which relate to the ownership, maintenance, operation and use of the Premises. Such obligations are hereby expressly excluded from the foregoing assignment. Grantor hereby acknowledges that as of the Effective Date none of the improvements located at the Site pursuant to the Current Agreement encroach outside the Premises. Grantor hereby certifies to Grantee that to the best of Grantor's knowledge the Current Agreement is in full force and effect, that Grantor is not in default or breach of any of its obligations under the Current Agreement, that Grantor has received no notices alleging a default under the Current Agreement, and that as of the date hereof the lessee under the Current Agreement has no claim against Grantor. Grantor agrees to indemnify and hold Grantee harmless from and against all loss, cost, damage, and expense, including, without limitation, reasonable attorney fees, arising out of any act, omission, or default by Grantor under the Current Agreement that occurred prior to the Effective Date. 20. Further Acts: Attorney -In -Fact. Grantor, at Grantee's sole cost and expense, shall cooperate with Grantee in executing any documents necessary to protect Grantee's rights under this Agreement or Grantee's use of the Easements and to take such action as Grantee may be reasonably required to effect the intent of this Agreement. Grantor hereby irrevocably appoints Grantee as Grantor attorney-in-fact coupled with an interest to prepare, execute, deliver, and submit land -use, building permit and zoning applications related to Grantee's permitted use of the Easement Areas, on behalf of Grantor, to federal, state and local governmental authorities. 21. Survey. Grantee may elect, at Grantee's expense, to cause a boundary, as -built or similar survey of all or any portion of the Easement Areas (the "Survey") to be prepared by a surveyor duly licensed under the laws of the state in which the Premises is located. Grantor further agrees that upon written notice from Grantee to Grantor, Grantee may elect, in Grantee's sole and absolute discretion, to replace Exhibit B and Exhibit C with a revised Exhibit B and Exhibit C depicting and/or describing the Exclusive Easement Area and Access and Utility Easement Area, as applicable, in accordance with the Survey prepared at Grantee's election. Site No: 309408 Site Name: Hwy 121/360 TX 22. Waiver. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL GRANTOR OR GRANTEE BE LIABLE TO THE OTHER FOR, AND GRANTOR AND GRANTEE 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 OR BUSINESS OPPORTUNITY), PUNITIVE, EXEMPLARY, AND SIMILAR DAMAGES. 23. Condemnation. In the event Grantor receives notification of any condemnation proceeding affecting the Easement Areas, or any portion thereof, Grantor shall provide notice of the proceeding to Grantee within forty-eight (48) hours. If a condemning authority takes all of the Easement Areas, or any portion thereof, Grantee shall be entitled to pursue Grantee's own award in the condemnation proceeds, which for Grantee will include, where applicable, the value of its communications facility, moving expenses, consideration paid to Grantor for the Easements, and business dislocation expenses. 24. Trustee Authority. The undersigned Trustee(s) of the Robert and Sharon Family Living Trust, dated March 1, 1999 (the "Trust") hereby certify(les) as follows: a. [/We am/are the sole Trustee(s) of the Trust; b. The Trust has not been altered, amended or terminated and is in full force and effect; C. No beneficiary of the Trust is a minor, mentally disabled, or a corporation selling all or substantially all of its assets; and d. All of the beneficiaries of the Trust have authorized the Trustee(s) to enter into and execute this Agreement. [END OF DOCUMENT— SIGNATURE PAGES AND EXHIBITS TO FOLLOW] Site No: 309408 Site Name: Hwy 121/360 TX IN WITNESS WHEREOF, the parties hereto have executed this Agreement under seal as of the day and year set forth below. GRANTOR: WITNESSES: Robert and Shar aylor Family �ivin Trust 4 Signature:,W"7, Signature:~ By: Robert Taylor Print Name: _(fin fc— Its: individually and Trus e Date: T 14---- Signature: M- " Print Name:ja.l hw f�Q�( 2 _ Acknowledgment GRANTOR State/Commonwealth ofr'Jts } } ss: County of CA M "4 } On this the day of NdiMA-00-G" 2014 , before me, the undersigned Notary Public, personally appeared Rn S� ix, -fi N 1,6 r personally known to me (or 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 persons) acted, executed the instrument. WITNESS my hand and official seal.NisEA CELESTE WRIGHT �� ' � pU Notary Public, State of Texas Signature: -"—_ �EIGPe /� s"yIto 1 My Commisslon Explres Notary Public �••.;F�. Octobet 08, 2018 r� ,,,,,,. My Commission Expires: -0 , 9) , 01 j.5eall Site No: 309408 Site Name: Hwy 121/360 TX GRANTOR: WITNESSES: Robert and Sharon Taylor Family Living Trust Signature: A A Signature: By: Sharon Taylor Print Name: Its: Individually and as Trustee Date: ,-s t-�–'�T�--�— Y Signature: bcql Print Name: 0lw Acknowledgment GRANTOR State/Commonwealth of )445 } �a 11 ss: County of On this the R day ofAtf�V-64W 201'4 , before me, the undersigned Notary Public, personally appeared S a r'0 n "141!j )0(— , personally known to me (or 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. ANDREA CELESTE WRIGHT r��ar a Notary Public, State of Texas Signature: 6. eF z my Commission Expires Notary Public /} s,n�, Octobef 08, 2018 My Commission Expires: % IL $ • 20 ` % Site No: 309408 Site Name: Hwy 121/360 TX GRANTEE: WITNESSES: American Tower Asset Sub 11, LLC a Delaware limited liability company. 6K7 Signature: Signature: _ By: Print Name: Its: Date: 17,1-1 Signature: _ Print Name: GRANTEE Commonwealth of Massachusetts County of Middlesex Acknowledgement Oilr ' On this the � day of 0 Y��Ri, 201 , before me, the undersigned Notary Public, personally appeared 7LAA xC"CI Y 'I y � ersonally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) R/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. Not' .� ubiic My Com ission Expires: Attachments: Exhibit "A" — Premises Exhibit "B" — Exclusive Easement Exhibit "C" — Access and Utility Easement Exhibit "D" — Current Agreement {Seal} NICOLE C. MONTGOMERY Q). Notary Pubic Commonwealth of Mossachuseits My Commission Expires Apri 22, 2016 Site No: 309408 Site Name: Hwy 121/360 TX Exhibit "A" — Premises This Exhibit A may be replaced by descriptions and/or depictions from an As -Built Survey conducted by Grantee at Grantee's option that depict and/or describe the Premises Parcel of land situated in the City of Grapevine, the County of Tarrant, State of Texas and is described as follows: Lot 3-R Block 1 Bear Creek Addition, being a replat of Lots 1,2 & 3, Block 1 Bear Creek Addition, filed in Cabinet A slide 4374. Parcel ID No. 7169620 Site No: 309408 Site Name: Hwy 121/360 TX Exhibit "B" — Exclusive Easement This Exhibit 8 maybe replaced with descriptions and/or depictions from an As -Built Survey conducted by Grantee at Grantee's option that depict and/or describe the Exclusive Easement, and if applicable, guy wire and guy anchor easements Description for Lot 3-11, Block 1, Bear Creek Addition to the City of Grapevine, Tarrant County, Texas ACCORDING 70 THE PLAT RECORDED IN VOLUME 388-16C PAOE 09. PUT RECORDS, TARRANT COUNTY, TEXAS. AND SONG DESCRIBED BY METES AND BOUNDS AS FOLLOWS. BEGINNING AT A 1/2 INCH IRON PIN FOUND WHICH LIES 294.33 FEET N 8618'00. E FROM THE SOUTHWEST CORNER OF LOT 1; THENCE N 0010`26' E A DISTANCE: OF 50o0 FEET TO A 1/2 INCH IRON PIN FOUND, THENCE S 8911'30* E A DISTANCE OF 50.10 FEET TO A 1/2 INCH IRON PIN FOUND. THENCE S 001235" W A DISTANCE OF $0,00 FEET TO A 1/2 INCH IRON PIN FOUND-, THENCE N 89*5120' W A OISTANCE OF 60.07 FEET TO THE POINT OF BEGINNING, CONTAINING 0.06 OF AN ACRE OR APPROXIMATELY 2.504 SQUARE FEET OF LAND, MORE OR LESS. TOGETHER WITH 20 FOOT INGRESSAGRESS EASEMENT FROM THE PUBLIC RIGHT OF WAY TO THE PARCEL. PARCEL ID Na 7169620 THIS BONG A PORTION OF THE PROPERTY CONVEYED FROM G.k CORNELIUS AND WIFE, MARGARET CORNELIUS 70 ROBERT L. TAYLOR, TRUS7EE BY DEED DATED JANUARY 25, 1083 AND RECORDED JANUARY 28, 1983 AS VOLUME 7435, PACE 1201 IN TARRANT COUNTY, TEXAS. THIS FURTHER BEING A PORTION OF THE PROPERTY CONVEYED FROM POLLYREE CORNELIUS CHASTAIN AS EXECUTRIX OF THE ESTATE OF ALBERTA CORNELIUS TO ROBERT L TAYLOR, TRUSTEE BY DEED DAIM MARCH 9. IM AND RECORDED MARCH 24, 1983 AS VOLUME 7471, PAGE 646 IN TARRANT COUNTY, TERAS. Site No: 309408 Site Name: Hwy 121/360 TX Exhibit "C' — Access and Utility Easement This Exhibit C may be replaced with descriptions and/or depictions from an As -Built Survey conducted by Grantee at Grantee's option that depict and/or describe the Access and Utilities Easements All existing utility and access easements from Exclusive Easement to public right of way including but not limited to: Comnl►enalnp at a 3/8 Inch ion rod found, and being the Soultmet corner of Lot 1—R. Black I, BEM CREEK A lTt3K an addition to Cr of Grapevine, Tort County, Tomes acoording fo thePlat thereof reoorded in Cabinet A. Slide 7748, Plot RocartIso Tarrant County, T+wws; Thenar Norih Qli''OWW Eost, 173.83 fee# to the Point of Beginning of they Aoel ess & utility Easement oenterltnti Thence SwAh SV4WW East, 72.84 feet to ant; Thence South tl4''t14'OQ" West, 88.13 feet to � a point, *am point being in a tangent carve to the It" that has a 40 to of 8S ttegre ss, 48 Woutes 22 Second*, a radius of 37.50 feat and a chord chat boom South 40WI t" East., a chord length of 52.94 foef; , Thence along said eums to the left as ara length of $8.78 tat to al point; Theme Sough IW44*W* East, 183.73 feet to a point on the Western most Dne of lot 3—R of BEAR GREEK AtMtTOW io:abinell A, Slide 4374). Area in Access do tNiNly Easatnent arca ie 14,148.36 sq -ft./ 4.2324 corm. Site No: 309408 Site Name: Hwy 121/360 TX Exhibit "D" — Current Agreement That certain Lease Agreement, dated March 2"d, 1994, between Robert L. Taylor, Trustee, as lessor, and Dallas SMSA Limited Partnership, a Delaware limited partnership, as lessee; as amended by that certain First Amendment to Lease Agreement, dated December 1P' 2007, between Robert L. Taylor, Trustee, as lessor, and Dallas SMSA Tower Holdings, LP, a Delaware limited partnership, as lessee; a memorandum of which was filed in the Tarrant County register of deeds on June 5, 2008 as instrument number D208212798. Site No: 309408 Site Name: Hwy 121/360 TX Page 1 of 14 D215018062 112712015 3:40 PM PGS 14 Fee: $68.00 Submitter. SIMPLIFILE Electronically Recorded by Tarrant County Clerk in Official Public Records Maty Louise Garcia Prepared by and Return to: Attorney Christopher Flammer, Land Management Site No,: 309408 Site Name: Hwy 121/360, TX c/o American Tower 10 Presidential Way Woburn, MA 01801 (Recorder's Use Above this Line) STATE OF TEXAS Assessor's Parcel No.: 07169620 COUNTY OF TARRANT EASEMENT AND ASSIGNMENT AGREEMENT This Easement Agreement ("Agreement") dated as of 201% (the "Effective Date"), by and between Robert and Sharon Taylor, individually as husband and wife, and as Co -Trustees of the Robert and Sharon Family Living Trust, dated March 1, 1999 ("Grantor") and American Tower Asset Sub II, LLC, a Delaware limited liability company ("Grantee"), BACKGROUND Grantor is the owner of the real property described in Exhibit "A" attached hereto and by this reference made a part hereof (the "Premises"). Grantor desires to grant to Grantee certain easement rights with respect to the Premises, as more particularly described below, and subject to the terms and conditions of this Agreement. AGREEMENTS For and in consideration of the covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Grant of Easements. Grantor, for itself and its heirs, personal representatives, successors and assigns, hereby grants, bargains, sells, transfers and conveys to Grantee, its successors and/or assigns: (i) a perpetual, exclusive easement (the "Exclusive Easement") in and to that portion of the Premises more particularly described on Exhibit "B" attached hereto and by this reference made a part hereof (the "Exclusive Easement Area"); and (ii) a perpetual, non- exclusive easement (the "Access and Utility Easement"; the Exclusive Easement and Access and Utility Easement, collectively, the "Easements") in and to that portion of the Premises more particularly described on Exhibit "C 'attached hereto and by this reference made a part hereof (the "Access and Utility Easement Area"; the Access and Utility Easement Area and Exclusive Easement Area, collectively, the "Easement Areas"). The Easement Areas shall be used for the purposes set forth herein and shall expressly include that portion of the Premises upon which any of Grantee's fixtures, structures, equipment or other personal property are located as of the date of this Agreement. Site No: 309408 Site Name: Hwy 121/360 TX Prepared by and Return to: Attorney Christopher Flammer, Land Management Site No.: 309408 Site Name: Hwy 121/360, TX c/o American Tower 10 Presidential Way Woburn, MA 01801 (Recorder's Use Above this Line) STATE OF TEXAS Assessor's Parcel No.: 07169620 COUNTY OF TARRANT EASEMENT AND ASSIGNMENT AGREEMENT This Easement Agreement ("Agreement") dated as of C-ZL 201Y (the "Effective Date"), by and between Robert and Sharon Taylor, individually as husband and wife, and as Co -Trustees of the Robert and Sharon Family Living Trust, dated March 1, 1999 ("Grantor") and American Tower Asset Sub II, LLC, a Delaware limited liability company ("Grantee"). BACKGROUND Grantor is the owner of the real property described in Exhibit "A" attached hereto and by this reference made a part hereof (the "Premises"). Grantor desires to grant to Grantee certain easement rights with respect to the Premises, as more particularly described below, and subject to the terms and conditions of this Agreement. AGREEMENTS For and in consideration of the covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Grant of Easements. Grantor, for itself and its heirs, personal representatives, successors and assigns, hereby grants, bargains, sells, transfers and conveys to Grantee, its successors and/or assigns: (i) a perpetual, exclusive easement (the "Exclusive Easement") in and to that portion of the Premises more particularly described on Exhibit "B" attached hereto and by this reference made a part hereof (the "Exclusive Easement Area"); and (ii) a perpetual, non- exclusive easement (the "Access and Utility Easement"; the Exclusive Easement and Access and Utility Easement, collectively, the "Easements") in and to that portion of the Premises more particularly described on Exhibit "C" attached hereto and by this reference made a part hereof (the "Access and Utility Easement Area"; the Access and Utility Easement Area and Exclusive Easement Area, collectively, the "Easement Areas"). The Easement Areas shall be used for the purposes set forth herein and shall expressly include that portion of the Premises upon which any of Grantee's fixtures, structures, equipment or other personal property are located as of the date of this Agreement. Site No: 309408 Site Name: Hwy 121/360 TX t 2. Private Easement. Nothing in this Agreement shall be deemed to be a dedication of any portion of the Easement Areas for public use. All rights, easements and interests herein created are private and do not constitute a grant for public use or benefit. 3. Successors Bound. This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective heirs, personal representatives, lessees, successors and assigns. It is the intention of the parties hereto that all of the various rights, obligations, restrictions and easements created in this Agreement shall run with the affected lands and shall inure to the benefit of and be binding upon all future owners and lessees of the affected lands and all persons claiming any interest under them. 4. Duration. The duration of this Agreement and the Easements granted herein (the "Term") shall be perpetual, unless Grantee provides written, recordable notice of Grantee's intent to terminate this Agreement and the Easements described herein, in which event this Agreement, the Easements, and all obligations of Grantee hereunder shall terminate upon Grantee's recordation of any such notice. For the avoidance of doubt, Grantee may, in its sole and absolute discretion, unilaterally terminate this Agreement, the Easements, and all of Grantee's obligations hereunder without the approval of or consent of Grantor as provided in the immediately preceding sentence. S. Easement Consideration. Grantor hereby acknowledges the receipt, contemporaneous with the execution hereof, of adequate and sufficient consideration paid to Grantor pursuant to the terms of that certain Option Agreement to Purchase Communications Easement (the "Option Agreement"). Grantor and Grantee hereby declare that there may be additional payments due to Grantor by Grantee pursuant to the terms of the Option Agreement. The provisions in this Agreement should not be used in interpreting the applicable provisions in the Option Agreement that specifically survived Closing (as defined in the Option Agreement) with respect to consideration owed to Grantor by Grantee. Notwithstanding anything to the contrary in this Agreement, with the exception of any consideration that may still be owed pursuant to the Option Agreement, there shall be no other consideration owed to Grantor by Grantee under this Agreement. In the event this Agreement is terminated for any reason, any consideration owed hereunder or under the Option Agreement shall cease and Grantee shall not be required to make any further payments. 6. Use of Easement Areas. a. Exclusive Easement. The Exclusive Easement Area may be used by Grantee and any of its affiliates, customers, tenants, subtenants, lessees, licensees, successors, and/or assigns together with any of the employees, contractors, consultants, and/or agents of the foregoing (collectively, the "Permitted Parties") for the purposes of installing, constructing, maintaining, operating, modifying, repairing and/or replacing improvements, equipment, structures, fixtures, antennae and other personal property as Grantee may deem necessary or appropriate, which may be located on or in the Exclusive Easement Area from time to time, for the facilitation of communications and other related uses. Any such property, including any equipment, structures, fixtures and other personal property currently on or in the Exclusive Easement Area, shall not be deemed to be part of the Premises, but instead shall remain the property of Grantee or the applicable Permitted Parties. At any time during the Term and at any time within 180 days after the termination of this Agreement, Grantee and/or any applicable Permitted Parties may remove their equipment, structures, fixtures and other personal property from the Easement Areas. Grantee may make, without the consent or approval of Grantor, any improvements, alterations or modifications to the Exclusive Easement Area as are deemed appropriate by Grantee, in its sole and absolute discretion. Grantee shall have the unrestricted and exclusive right, exercisable without the consent or approval of 'Grantor, to lease, sublease, license, or sublicense any portion of the Exclusive Easement Area, but no such lease, sublease or license shall relieve or release Grantee from its obligations under this Agreement. Grantor shall not have the right to use the Exclusive Easement Area for any reason and shall not disturb Grantee's nor any Permitted Parties' right to use the Exclusive Easement Area in any manner. Grantee may construct a fence around all or any part of the Exclusive Easement Area and shall have the right to prohibit anyone, including Grantor, from entry into such Exclusive Easement Area. b. Access and Utility Easement. The Access and Utility Easement shall be used by Grantee and the Permitted Parties for pedestrian and vehicular (including trucks) ingress and egress to and from the Exclusive Easement Area at all times during the Term on a seven (7) days a week, twenty-four (24) hours per day basis. Grantee shall have the non- exclusive right to construct, reconstruct, add, install, improve, enlarge, operate, maintain and remove overhead and underground utilities, including, without limitation, electric, fiber, water, gas, sewer, telephone, and data transmission lines (including wires, poles, guys, cables, conduits and appurtenant equipment) in, on, or under the Access and Utility Easement Area in order to connect the same to utility lines located in a publicly dedicated right of way. Notwithstanding Site No: 309408 Site Name: Hwy 121/360 TX the foregoing, Grantor shall not in any manner prevent, disturb, and/or limit access to the Access and Utility Easement Area or use of the Access and Utility Easement by Grantee or any of the Permitted Parties, and Grantor shall not utilize the Access and Utility Easement Area in any manner that interferes with Grantee's or any of the Permitted Parties' use of such area as expressly provided herein. In the event the Access and Utility Easement Area cannot, does not, or will not fully accommodate the access and utility needs of the Grantee during the Term, or if it is reasonably determined by Grantor or Grantee that any utilities that currently serve the Exclusive Easement Area are not encompassed within the description of the Access and Utility Easement Area as set forth herein, Grantor and Grantee agree to amend the description of the Access and. Utility Easement Area provided herein to include the description of such areas and/or to relocate the Access and Utility Easement, for no additional consideration, and to create a revised legal description for the Access and Utility Easement Area that will reflect such relocation. The Access and Utility Easement and the rights granted herein with respect to the same shall be assignable by Grantee to any public or private utility company to further effect this provision without the consent or approval of Grantor. 7. Assignment. Grantee may assign this Agreement, in whole or in part, to any person or entity at any time without the prior written consent or approval of, or notice.to, Grantor, including, but not limited to, an affiliate of Grantee. if any such assignee agrees to assume all of the obligations of Grantee under this Agreement, then Grantee will be relieved of all of its obligations, duties and liabilities hereunder. 8. Covenants; Representations; Warranties.. . a. Grantor hereby represents and warrants to Grantee the following: (i) Grantor is the owner in fee simple of the Easement Areas, free and clear of all liens and encumbrances; (ii) Grantor has the full authority and power to enter into and perform its obligations under this Agreement, and, to the extent applicable, the person or persons executing this Agreement on behalf of Grantor have the authority to enter into and deliver this Agreement on behalf of Grantor; (iii) to Grantor's knowledge, there is no condemnation proceeding pending or threatened against all or any portion of the Premises; (iv) no claim, litigation, proceeding, or investigation is pending or, to Grantor's knowledge, threatened against Grantor or all or any portion of the Premises that could affect Grantee's use of the Easement Areas as contemplated herein; (v) Grantor has not filed any voluntary petition in bankruptcy or suffered the filing of an involuntary petition by its creditors or suffered the appointment of a receiver to take possession of substantially all of its assets; (vi) to Grantor's knowledge, the Premises is in compliance with all applicable laws, ordinances and regulations, including those governing Hazardous Materials (as defined below); (vii) to Grantor's knowledge, there is no proceeding pending or threatened to change the zoning status of the Premises; (viii) Grantor is not indebted to any party, including, without limitation, any local or state or the federal government for which a lien or claim of lien has been or could be asserted against the all or any portion of the Premises; (ix) there are no leases, written or oral, affecting all or any portion of the Easement Areas, except for any agreements entered into between Grantee or its affiliates and third parties; (x) the Easement Areas do not constitute or form a part of Grantor's homestead, or, in the event that the Easement Areas are located upon homestead property, then Grantor's spouse (if applicable) shall join in the execution of this Agreement; (xi) Grantor has paid all taxes, assessments, charges, fees, levies, impositions and other amounts relating to the Premises due and payable prior to the Effective Date; and (xii) Grantee shall peaceably and quietly hold, exercise, and enjoy the Easements during the Term without any hindrance, molestation or ejection by any party whomsoever. b. During the Term, Grantor shall pay when due all real property, personal property, and other taxes, fees and assessments attributable to the Premises, including the Easement Areas. Grantee hereby agrees to reimburse Grantor for any personal property taxes in addition to any increase in real property taxes levied against the Premises, to the extent both are directly attributable to Grantee's improvements on the Easements (but not, however, taxes or other assessments attributable to periods prior to the date of this Agreement), provided, however, that Grantor must furnish written documentation (the substance and form of which shall be reasonably satisfactory to Grantee) of such personal property taxes or real property tax increase to Grantee along with proof of payment of same by Grantor. Anything to the contrary notwithstanding, Grantee shall not be obligated to reimburse Grantor for any applicable taxes unless Grantor requests such reimbursement within one (1) year after the date such taxes became due. Grantor shall submit requests for reimbursement in writing to: American Tower Corporation, Attn: Landlord Relations, 10 Presidential Way, Woburn, MA 01801 unless otherwise directed by Grantee from time to time. Subject to the requirements set forth in this Section, Grantee shall make such reimbursement payment within forty-five (45) days of receipt of a written reimbursement request from Grantor. Grantee shall pay applicable personal property taxes directly to the local taxing authority to the extent such taxes are billed and sent directly by the taxing authority to Grantee. If Grantor fails to pay when due any taxes affecting the Premises as required herein, Grantee shall have the right, but not the obligation, to Site No: 309408 Site Name: Hwy 121/360 TX pay such taxes on Grantor's behalf and: (i) deduct the full amount of any such taxes paid by Grantee on Grantor's behalf from any future payments required to be made by Grantee to Grantor hereunder; (ii) and demand reimbursement from Grantor, which reimbursement payment Grantor shall make within ten (10) days of such demand by Grantee; and/or (iii) collect from Grantor any such tax payments made by Grantee on Grantor's behalf by any lawful means. C. Without Grantee's prior written consent, which consent may be withheld or conditioned in Grantee's sole and absolute discretion, Grantor shall not (i) cause any portion of the Easement Areas to be legally or otherwise subdivided from any master tract of which it is currently a part, or (ii) cause any portion of the Easement Areas to be separately assessed for tax purposes. d. Grantor shall not suffer, grant, create, transfer, or convey (or cause to be suffered, granted, created, transferred, or conveyed) any claim, lien, encumbrance, easement, interest, restriction or other charge or exception to title to the Easement Areas or any other portion of the Premises that would adversely affect Grantee's use of the Easement Areas as contemplated herein. e. Grantor shall not, and shall not permit any third party to use, generate, store, or dispose of any Hazardous Materials on, under, about, or within the Premises in violation of any Environmental Laws (as defined below). As used herein, "Hazardous Materials" shall mean any: contaminants, oils, asbestos, PCBs, hazardous substances, or wastes as defined by federal, state, or local environmental laws, regulations, or administrative orders or other materials the removal of which are required or the maintenance of which are prohibited or regulated by any federal, state, or local governmental authorities having jurisdiction over all or any portion of the Premises. As used herein, "Environmental Laws" shall mean any laws, regulations, ordinances, and/or administrative orders applicable to all or any portion of the Premises, which govern Hazardous Materials. f. Grantee shall not use, generate, store, or dispose of any Hazardous Materials on, under, about, or within the Easement Areas in violation of any Environmental Laws. g. Grantor hereby agrees to and does indemnify and shall defend and hold harmless Grantee and its officers, directors, shareholders, agents, contractors, and attorneys for, from, and against all damages asserted against or incurred by any of them by reason of or resulting from a breach by Grantor of any representation,. warranty or covenant of Grantor contained herein. h. The representations, warranties, covenants, agreements, and indemnities contained in this section shall survive the execution and delivery of this Agreement indefinitely. 9. Non -Disturbance. During the Term, Grantor will not improve or alter the Premises or grant, convey, transfer, or otherwise enter into any other easement, ground lease, lease, license, or similar agreement or contract with respect to any portion of the Premises if the same would interfere with, disturb, limit, or impair Grantee's permitted use of the Easement Areas. Grantor hereby acknowledges that Grantee and the Permitted Parties are currently utilizing the Exclusive Easement Area for the purpose of transmitting and receiving communication signals, including, but not limited to, wireless telecommunications signals. Grantor and Grantee recognize and acknowledge that Grantee's use of the Easement Areas set forth in this Agreement would be materially frustrated if the communications signals were blocked or otherwise interfered with, or if access and/or utilities to and from the Exclusive Easement Area were inhibited, even if temporarily. Grantor, for itself, its successors and assigns, hereby agrees to use its best efforts to prevent the occurrence of any of the foregoing and shall promptly undertake any remedial action necessary to comply with the terms and provisions of this Section. Grantee shall have the express right, among others, to seek an injunction to prevent any of the activities prohibited by this Section. 10. Grantee's Securitization Rights: Estoppel. Grantor consents to the granting by Grantee of a lien and security interest in Grantee's interest in this Agreement and all of Grantee's property and fixtures attached to and lying within the Exclusive Easement Area and further consents to the exercise by Grantee's mortgagee ("Grantee's Mortgagee") of its rights of foreclosure with respect to any lien or security interest. Provided that Grantee gives Grantor written notice of any such mortgagee, Grantor shall recognize Grantee's Mortgagee as "Grantee" hereunder in the event Grantee's Mortgagee exercises its right of foreclosure. Grantor further agrees to execute a written estoppel certificate within thirty (30) days of written request of the same by Grantee or Grantee's Mortgagee. Site No: 309408 Site Name: Hwy 121/350 TX 11. 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 below: To Grantee: American Tower Asset Sub II, LLC c/o American Tower 10 Presidential Way Woburn, MA 01801 With copy to: American Tower Asset Sub II, LLC c/o American Tower 116 Huntington Avenue Boston, MA 02116 Attn: Legal Department To Grantor: Robert and Sharon Taylor Family Trust 120 Seagrape Lane Laguna Vista, TX 78578 Grantor or Grantee, by thirty (30) days prior written notice to the other 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 12. Force Maieure. The time for performance by Grantor or Grantee of any term, provision, or covenant of this Agreement shall automatically be deemed extended by time lost due to delays resulting from strikes, civil riots, floods, labor or supply shortages, material or labor restrictions by governmental authority, litigation, injunctions, and any other cause not within the control of Grantor or Grantee, as the case may be. 13. Miscellaneous. This Agreement shall be recorded at the sole expense of Grantee and shall be governed by and construed in all respects in accordance with the laws of the State or Commonwealth in which the Premises is situated, without regard to the conflicts of laws provisions of such State or Commonwealth. The captions and headings herein are for convenience and shall not be held or deemed to define, limit, describe, explain, modify, amplify or add to the interpretation, construction or meaning of any provisions, scope or intent of this Agreement. This Agreement and any other documents executed in connection herewith , constitute the entire understanding between the parties with regard to the subject matter hereof and there are no representations, inducements, conditions, or other provisions other than those expressly set forth herein. Grantee has not provided any legal or tax advice to Grantor in connection with the execution of this Agreement. This Agreement may not be modified, amended, altered or changed in any respect except by written agreement that is signed by each of the parties hereto. 14. Cumulative Remedies. Except as otherwise expressly provided herein, each and every one of the rights, benefits and remedies provided to Grantor or Grantee in this Agreement, or in any instrument or documents executed pursuant to this Agreement, are cumulative and shall not be exclusive of any other of said rights, remedies and benefits allowed by law or equity to Grantor or Grantee. 15. Counterparts. This Agreement maybe 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 Grantor and Grantee are not signatories to the original or the same counterpart. 16. Severability. Should any part or provision of this Agreement be rendered or declared invalid by a court of competent jurisdiction, such invalidation of such part or provision shall not invalidate the remaining portions of the Agreement, and they shall remain in full force and effect and this Agreement shall be construed as if such part or provision had been so limited or as if such provision had not been included herein, as the case may be. Additionally, if any laws, rules or regulations promulgated by any state, county or local jurisdiction, including without limitation those concerning zoning, subdivision or land use, or should any court of competent jurisdiction, make the sale of the Easements herein either void or voidable, Grantor agrees that upon the written request of Grantee, the parties shall execute a reasonably acceptable ground lease between Grantor, as landlord, and Grantee, as tenant (with the Exclusive Easement area being the leased premises therein, and the Access and Utility Easement area remaining a non-exclusive easement for access and utility purposes) for uses consistent with those set forth herein. The parties agree that no Site No: 309408 Site Name: Hwy 121/360 TX additional consideration shall be paid to Grantor for entering into such a lease and said lease must (a) expressly provide that Grantee shall not be required to obtain the consent of Grantor to enter into any sublease or license of any portion of the leased premises or to permit sublessees or licensees to utilize the non-exclusive easement for access and utilities, (b) be for a term of ninety-nine (99) years, or as long as permitted by applicable law. 17. Attorney's Fees. If there is any legal action or proceeding between Grantor and Grantee arising from or based on this Agreement, the non -prevailing party to such action or proceeding shall pay to the prevailing party all costs and expenses, including reasonable attorney's fees and disbursements, actually incurred by such prevailing party in connection with such proceeding and in any appeal in related thereto. If such prevailing party recovers a judgment in any such action, proceeding or appeal, such costs, expenses and attorney's fees and disbursements shall be included in and as a part of such judgment. 18. Zoning. To the extent any improvements in, on, or within the Exclusive Easement Area do not meet zoning or other land -use requirements, or to the extent such improvements may otherwise have to be relocated, Grantor hereby consents to the reasonable relocation of such improvements to accommodate such requirements. Grantor hereby agrees to reasonably cooperate with Grantee to create a revised legal description for the Exclusive Easement Area and the Access and Utility Easement Area that will accommodate the requirements for any relocated tower, including its access and utility needs. Grantor hereby covenants and agrees that (a) neither Grantor nor any affiliate of Grantor shall at any time oppose in any manner (whether at a formal hearing, in written documentation, or otherwise) any zoning, land use or building permit application of Grantee and (b) Grantor shall promptly cooperate with Grantee in making application for and/or otherwise obtaining all licenses, permits, and any other necessary approvals that may be required for Grantee's intended use of the Easement Areas. 19. Assignment of Ground Lease. Grantor hereby assigns to Grantee all of Grantor's beneficial rights, title and interest in, to and under all of the existing leases, licenses and other agreements for use or occupancy of the Easements, including, but not limited to, those agreements listed on Exhibit "D" attached hereto (the "Current Agreement"), including without limitation, the right to receive any and all rents and other monies payable to Grantor thereunder and including during any and all extensions thereof ("Contract Revenues"). Grantor hereby represents and warrants that as of the Effective Date there are no leases, license or other agreements pertaining to the Premises other than the Current Agreement. Notwithstanding the foregoing assignment to Grantee, Grantor agrees that Grantor remains the fee owner of the Premises and Grantor remains obligated to comply with all obligations of the lessor or Grantor under the Current Agreement, as same may be extended or renewed, which relate to the ownership, maintenance, operation and use of the Premises. Such obligations are hereby expressly excluded from the foregoing assignment. Grantor hereby acknowledges that as of the Effective Date none of the improvements located at the Site pursuant to the Current Agreement encroach outside the Premises. Grantor hereby certifies to Grantee that to the best of Grantor's knowledge the Current Agreement is in full force and effect, that Grantor is not in default or breach of any of its obligations under the Current Agreement, that Grantor has received no notices alleging a default under the Current Agreement, and that as of the date hereof the lessee under the Current Agreement has no claim against Grantor. Grantor agrees to indemnify and hold Grantee harmless from and against all loss, cost, damage, and expense, including, without limitation, reasonable attorney fees, arising out of any act, omission, or default by Grantor under the Current Agreement that occurred prior to the Effective Date. 20. Further Acts; Attorney -In -Fact. Grantor, at Grantee's sole cost and expense, shall cooperate with Grantee in executing any documents necessary to protect Grantee's rights under this Agreement or Grantee's use of the Easements and to take such action as Grantee may be reasonably required to effect the intent of this Agreement. Grantor hereby irrevocably appoints Grantee as Grantor attorney-in-fact coupled with an interest to prepare, execute, deliver, and submit land -use, building permit and zoning applications related to Grantee's permitted use of the Easement Areas, on behalf of Grantor, to federal, state and local governmental authorities. 21. Survey. Grantee may elect, at Grantee's expense, to cause a boundary, as -built or similar survey of all or any portion of the Easement Areas (the "Survey") to be prepared by a surveyor duly licensed under the laws of the state in which the Premises is located. Grantor further agrees that upon written notice from Grantee to Grantor, Grantee may elect, in Grantee's sole and absolute discretion, to replace Exhibit B and Exhibit C with a revised Exhibit B and Exhibit C depicting and/or describing the Exclusive Easement Area and Access and Utility Easement Area, as applicable, in accordance with the Survey prepared at Grantee's election. Site No: 309408 Site Name: Hwy 121/360 TX 22. Waiver. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL GRANTOR OR GRANTEE BE LIABLE TO THE OTHER FOR, AND GRANTOR AND GRANTEE 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 OR BUSINESS OPPORTUNITY), PUNITIVE, EXEMPLARY, AND SIMILAR DAMAGES. 23. Condemnation. In the event Grantor receives notification of any condemnation proceeding affecting the Easement Areas, or any portion thereof, Grantor shall provide notice of the proceeding to Grantee within forty-eight (48) hours. If a condemning authority takes all of the Easement Areas, or any portion thereof, Grantee shall be entitled to pursue Grantee's own award in the condemnation proceeds, which for Grantee will include, where applicable, the value of its communications facility, moving expenses, consideration paid to Grantor for the Easements, and business dislocation expenses. 24. Trustee Authority. The undersigned Trustee(s) of the Robert and Sharon Family Living Trust, dated March 1, 1999 (the "Trust') hereby certify(les) as follows: a. I/We am/are the sole Trustee(s) of the Trust; b. The Trust has not been altered, amended or terminated and is in full force and effect; C. No beneficiary of the Trust is a minor, mentally disabled, or a corporation selling all or substantially all of its assets; and d. All of the beneficiaries of the Trust have authorized the Trustee(s) to enter into and execute this Agreement. [END OF DOCUMENT— SIGNATURE PAGES AND EXHIBITS TO FOLLOM Site No: 309408 Site Name: Hwy 121/360 TX IN WITNESS WHEREOF, the parties hereto have executed this Agreement under seal as of the day and year set forth below. GRANTOR: WITNESSES: Robert and Sharp0aylor Family Living,Trust Signature:'I ac_ Signature: By: Robert Taylor Print Name: Its: Individually and Trus a Date; � 7 ! �-- Signature: ~S��P��/�.k. GL- . Print Name: �ia.r hyinP Acknowledgment GRANTOR State/Commonwealthofi5 } } ss: County of t,..Gtf'Vtkd� } Q On this the day of _ 111PQVf✓4b Ci' 201 +, before me, the undersigned Notary Public, personally appeared V%do i -Ti y personally known to me (or proved to me on the basis of satisfactory evidence), to be the persons) whose names) 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. �A�Y pU�4 ANDREA CELESTE WRiGHT ! = ° g Notory Public, State of Texas Signature:�Se 02 i�� s"y ` My Commission Expires Notary Public „FsF� .� October 06, 2018 ,,,,,,. My Commission Expires: -0d, Qj , Rol ea Site No: 309408 Site Name: Hwy 121/360 TX GRANTOR: WITNESSES: Robert and Sharon Taylor Family Living Trust Signature: Signature: ` By: Sharon Taylor Print Name: C.1or %C V"\ C.7 W Its: Individually and as i rustee� Date: � 11'iT�T_ v Signature: Print Name: 0PA Acknowledgment GRANTOR /`/ State/Commonwealth of ►lus ) ss: County of CaXWV l ) On this the R day ofA)oy&Ph�� 201 L , before me, the undersigned Notary Public, personally appeared !& tC rl)A ��t.f �0r personally known to me (or 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 persons) acted, executed the instrument. WITNESS my hand and official seal. r:"'"A " ANDRECE A LESTE WRIGHT Notary Public, State of Texas Signature: �� ti►r� of°r My Commission Expires Notary Public ';;;;ani October 08, 2018 My Commission Expires: (i Site No: 309408 Site Name: Hwy 121/350 TX GRANTEE: WITNESSES: American Tower Asset Sub 11, LLC a Delaware limited liability companSID! dor -2XIT TOW GRANTEE Signature: Signature: _ By: __ ... Print Name: Its: _ Date: ���'x�� Signature: _ Print Name: Commonwealth of Massachusetts County of Middlesex Acknowledgement 2W r Oil �,� , On this the day of r L'XV&j5* 201 , before me, the undersigned Notary Public, personally appeared k.c_.t kt'a-� A-mro',tyersonally known to me (or 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. U Not � ubiic My Com ission Expires: Attachments: Exhibit "A" — Premises Exhibit "B" — Exclusive Easement Exhibit "C" — Access and Utility Easement Exhibit "D" — Current Agreement (Seal) NICOLE C. MONTGOMERY Notary Pub9c Commonwealth of Massachusetts My Commisston Expires W . Aprll 22, 2016 Site No: 309408 Site Name: Hwy 121/360 TX Exhibit "A!— Premises This Exhibit A maybe replaced by descriptions andlor depictions from an As -Built Survey conducted by Grantee of Grantee's option that depict and/or describe the Premises Parcel of land situated in the City of Grapevine, the County of Tarrant, State of Texas and is described as follows: Lot 3-R Block 1 Bear Creek Addition, being a replat of Lots 1,2 & 3, Block 1 Bear Creek Addition, filed in Cabinet A slide 4374. Parcel ID No. 7169620 Site No: 309408 Site Name: Hwy 121/360 TX Exhibit "B" — Exclusive Easement This Exhibit B may be replaced with descriptions and/or depictions from an As -Built Survey conducted by Grantee at Grantee's option that depict and/or describe the Exclusive Easement, and if applicable, guy wire and guy anchor easements Description for Lot 3-11, Block 1, Bear Creek Addition to the City of Grapevine, Tarrant County, Texas ACCORDING TO THE PLAT RECORDED IN VOLUME 388-168, NAGE 99. PLAT RECORDS, TARRANr COUNTY, TEXAS. AND BEING DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING AT A 1/2 INCH IRON PIN FOUND WHICH LES 294.33 FEET N 861VOW E FROM THE SOUTHWEST CORNER OF LOT 1, THEM N 00'10'25' E A DISTANCE OF 50.00 FEET TO A 1/2 INCH IRON PIN FOUND. THENCE S 8911'30' E A DISTANCE OF 50.10 FEET TO A 1/2 INCH IRON PIN FOUND. THENCE S 00`1236" W A DISTANCE OF $0.00 FEET TO A 1/2 INCH IRON PIN FOUND, THENCE N 89'51'20" W A DISTANCE OF 50.07 FEET TO THE POINT OF BEGINNING, CONTAINING 0,06 OF AN ACRE OR APPROXIMATELY 2.504 SQUARE FEET OF LAND. MORE OR LESS. TOGETHER WITH 20 FOOT INGRESS/EGRESS EASEMENT FROM THE PUBLIC RIGHT OF WAY TO THE PARCEL. PARCEL ID NO. 7169620 THIS BEING A PORTION OF THE PROPERTY CONVEYED FROM G.A. CORNELIUS AND WE, MARGARET CORNELIUS TO ROBERT L. TAYLOR, TRUSTEE BY DEEB DATED JANUARY 25, 1983 AND RECORDED JANUARY 28, 1583 AS VOLUME 7435, PAGE 1201 IN TARRANT COUNTY, TEXAS. THIS FURTHER BEINGS A PORTION OF 11HE PROPERTY CONVEYED FROM POLLYREE CORNELIUS CHASTAIN AS EXECUTRIX OF THE ESTATE OF ALBERTA CORNELIUS TO ROBERT L. TAYLOR, TRUSTEE BY DEED DATED MARCH 9. 1583 AND RECORDED MARCH 24, 1983 AS VOLUME 7471, PAGE 646 IN TARRANT COUNTY, TEXAS. Site No: 309408 Site Name: Hwy 121/360 TX Exhibit "C' —Access and Utility Easement This Exhibit C may be replaced with descriptions and/or depictions from an As -Built Survey conducted by Grantee at Grantee's option that depict and/or describe the Access and Utilities Easements All existing utility and access easements from Exclusive Easement to public right of way including but not limited to: CominonalnR at a 5/8 ineh hen rad found, and being the Southwest corner of Lot 1—R. 81ook Is KAR CREEK ADDI'TOK an addition to thaof Gmpa Me, Tarrant' County, Tomsk awarding to thePlot th oof reaaded to Cabinet A, ;Rich 7708, Plot Records Tarrant County, T+ m$; ' bsftu North Otr"08" East. 173,98 feet to the Palm of 9"InnIng of the, Access & tNtRiy Ea"woont oentai Une; 'theme South SV4W3r East. ?Z.$4 fed tb a Point: Thence South t3ty'04!00* Wast, WS faint to , a POWs ram* point being In a tangent curia to the Isft that has a delta of 89 Dogros s 48 Minutes 22 Seconds, a radius of 37,54 feat and a +chant that boars South 44.50'1 i" East, a chord length of 52.94 feet Thenae along :aid vim to fhe laft an are length at $8.78 fat to * point; Thence South W44*00" Eads, 183.73 fat to a point an the Western most line of lot 3—R of SEAR CREEK ADDffdN (Cobin f A, _Slide 4374). Area in Ammss di: INiIMy Eosament area Is 10.1088.36 sq.tf-/ 0.2328 acres. Site No: 309408 Site Name: Hwy 121/360 TX Exhibit "D" — Current Agreement That certain Lease Agreement, dated March 2°�, 1994, between Robert L. Taylor, Trustee, as lessor, and Dallas SMSA Limited Partnership, a Delaware limited partnership, as lessee; as amended by that certain First Amendment to Lease Agreement, dated December 1P' 2007, between Robert L. Taylor, Trustee, as lessor, and Dallas SMSA Tower Holdings, LP, a Delaware limited partnership, as lessee; a memorandum of which was filed in the Tarrant County register of deeds on lune 5, 2008 as instrument number D208212798. 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