P-50256 MEDIACOM LICENSE FOR QUEEN CREEK KGI SITE.PDF

Licensee: Maricopa County
KG! No.: 30757
Site: 3103 E, Combs Rd., Queen Creek, AZ 85242
SINGLE SITE LICENSE AGREEMENT
C-94-14-017-3-01
P-50256
This License Agreement ("Agreement"), made this /0 day of rgeduMe...y' , 2015 between
Mediacom Arizona LLC, a Delaware limited liability company, with its principal offices located at One
Mediacom Way, Mediacom Park, NY 10918 ("LICENSOR") and Maricopa County, with its principal
offices at 301 W. Jefferson, Ste. 960, Phoenix, AZ 85003 ("LICENSEE.") The LICENSOR and
LICENSEE are at times collectively referred to hereinafter as the "Parties" or individually as the "Party."
WITNES SETH:
WHEREAS, LICENSOR is the owner of or has the right to certain buildings, towers, facilities
and/or real property, described in Exhibit A annexed hereto and made a part hereof at which LICENSEE
desires to install and maintain communications facilities as hereinafter described; and
WHEREAS, the LICENSOR and LICENSEE desire to enter into this Agreement to define the
terms and conditions which will govern the license by LICENSOR to LICENSEE of LICENSOR's facilities
as hereinafter set forth; and
NOW, THEREFORE, in consideration of the mutual covenants contained herein and intending to
be legally bound hereby, the parties hereto agree as follows:
1. LICENSE GRANT.
(a) Subject to all of the terms, conditions, and restrictions set forth in this Agreement, and
only to the extent expressly set forth herein, LICENSOR agrees to license to LICENSEE, solely for the uses
described below in Paragraph 11, that certain space on LICENSOR's building, property and/or tower
described on Exhibit A annexed hereto and made a part hereof.
(b) For the purposes of this Agreement, the LICENSOR's tower is hereinafter referred to
as the "Tower," the entirety of the LICENSOR's property on which the Tower is located is hereinafter
referred to as the "Property," and the portion of the Property licensed to the LICENSEE for its use
hereunder, including any rights-of-way, is hereinafter referred to as the "Premises."
(c) LICENSEE's rights under this Agreement with respect to the Premises shall be
conditioned upon, among other things, LICENSEE's timely payment of all fees as set forth herein.
(d) If the Site or Tower is leased from a third party by Licensor, the grant of the License
and all other terms of this Agreement, including, without limitation, the term of this Agreement, is
expressly subject and subordinate to the terms and conditions of any Prime Lease encompassing all or any
part of the Premises pursuant to which Licensor is the tenant, lessee or licensee. Licensor represents and
warrants that it has the authority to enter into this Agreement pursuant to the terms and conditions of the
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Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
Prime Lease. If any of the provisions of the Prime Lease supersede or contradict the terms of this
Agreement, such terms of this Agreement shall be deemed deleted or superseded to the extent of the
contradiction. Licensee shall refrain from any conduct, which creates a default on the part of Licensor
under the Prime Lease. If the approval of the lessor under any Prime Lease (the "Master Lessor") is
required by the terms of the Prime Lease, the effectiveness of this Agreement, or any proposed renewal or
extension hereof or thereof, shall be specifically subject to obtaining such approval. Licensor agrees to
use commercially reasonable efforts to obtain such approval. In addition, any License shall be subject
and subordinate to any mortgage now or hereafter in effect affecting Licensor's rights with respect to the
Premises.
2. ACCESS.
(a) Subject to applicable laws, regulations, contractual obligations, and reasonable terms
and conditions adopted by the LICENSOR, LICENSOR shall use commercially reasonable efforts to permit
the LICENSEE non-exclusive access for ingress and egress purposes, seven (7) days a week, twenty-four
(24) hours a day, on foot or motor vehicle, including trucks, to the Premises provided that LICENSEE shall
avoid conflict with any other person authorized to access the Property, including without limitation
LICENSOR and shall notify LICENSOR in advance (orally or in writing) of such entry, except that in cases
in which LICENSEE is unable to notify LICENSOR in advance of such entry (despite making reasonable
efforts to do so) and in cases of emergency in which LICENSEE is unable to provide such advance notice,
LICENSEE must notify LICENSOR of its entry onto the Property as soon as possible thereafter. Subject to
LICENSOR'S prior written approval; to the terms set forth herein, including the terms of Paragraphs 3 and
4 hereof; and to LICENSEE' s compliance with applicable laws, regulations, contractual obligations, and
with reasonable terms and conditions adopted by the LICENSOR, LICENSOR also grants to LICENSEE
the casement and right to install and maintain, at LICENSEE's sole expense, wires, cables, conduits and
pipes either within, over, under or along the Property as shown in Exhibit A. Subject to the same conditions,
the LICENSOR grants to LICENSEE any specific right of way for access to the Premises described in
Exhibit A. Notwithstanding the foregoing, Licensor gives no guarantee to Licensee regarding Licensee's
ability to enter or exit the Premises when weather conditions, road conditions and any other element
outside Licensor's reasonable control might affect Licensee's ability to enter the Premises.
(b) Only engineers, employees or contractors of LICENSEE or persons under LICENSEE's
direct supervision, who are authorized by LICENSOR, will be permitted to enter the Premises.
Notwithstanding anything to the contrary, neither LICENSEE nor any employee, contractor,
subcontractor or agent of LICENSEE shall allow any person to enter upon the Property or climb on the
Tower without inclusion of such person under LICENSEE' s insurance policy coverage as required herein
or, in the case of a contractor, subcontractor or agent, under its own insurance policy with coverage as
required of the LICENSEE hereunder.
(c) If Licensee has Equipment in a building located on Licensor's Property, then
Licensee's access to the building will be subject to and limited by any reasonable security procedures
instituted by Licensor for the protection of its building and its equipment; however, Licensee shall never
be unreasonably denied access to any building housing its Equipment.
(d) In an emergency, as determined by Licensor in its sole reasonable discretion,
Licensor shall have the right to disconnect the electrical power to the Equipment for the purpose of
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Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
eliminating or reducing, or attempting to eliminate or reduce the emergency without liability therefore.
At any time during the term of this Agreement as requested by Licensor, Licensee shall deliver to
Licensor all keys, combinations, and/or cards necessary to allow Licensor access to the Equipment.
Licensor and Licensee agree that interference issues are governed by Section 22 of this Agreement and
are not subject to the provisions of this Section.
(e) Subject to the rights expressly granted to LICENSEE herein, LICENSOR shall have
the right to use for itself, or to license to others, other space available on the Tower and any other portion
of LICENSOR's Property for any purpose, including, without limitation, any type of narrow band,
broadband, or broadcasting communication equipment and system.
3. INTERFERENCE.
(a) LICENSOR represents that it will not knowingly grant to any subsequent licensee a
license to use the Tower or the Premises which license will result in (i) a physical encroachment on the
space licensed to LICENSEE hereunder; provided that LICENSOR shall not be required to undertake any
independent investigation or perform any due diligence to make such determination. Subject to the
foregoing, LICENSEE represents and warrants that its facilities, equipment, and property ("LICENSEE
Equipment"), and its operations on the Premises, Tower, and Property, will not cause interference to the
equipment or operations of LICENSOR or any other licensee or lessee or other user of LICENSOR's
Property or Tower whether initially or from time to time during the term of a this Agreement. If
LICENSEE Equipment or any of LICENSEE's operations are causing interference with any equipment or
operations of LICENSOR or any other licensee or lessee, LICENSEE shall immediately take all steps
necessary to correct or eliminate such interference. If such interference is not corrected within 24 hours,
LICENSEE shall cease its operation of the equipment or operations causing the interference, except for
intermittent testing, until and unless the interference is completely corrected or eliminated. In the event
the interference cannot be corrected or eliminated, after diligent efforts by the LICENSEE to do so for a
period of thirty (30) days, LICENSEE, in its sole option and as its sole remedy, may terminate this
Agreement or LICENSOR may terminate this Agreement without any further obligation or liability to
LICENSEE. LICENSEE shall be responsible for all costs associated with any tests deemed necessary to
resolve any and all interference which is being caused or which LICENSOR determines or reasonably
believes is being caused by LICENSEE Equipment or LICENSEE's operations on the Premises, Tower,
or Property. LICENSEE agrees that it will not modify LICENSEE Equipment or its operations, including
any change in the frequency or frequencies within which the LICENSEE Equipment is operated, in such a
way as to cause interference with any equipment or operations of LICENSOR or any other licensee,
lessee or user. LICENSEE agrees to give LICENSOR 20 days prior written notice with respect to any
modification of LICENSEE Equipment or its operations. LICENSEE agrees to immediately notify
LICENSOR if it becomes aware of interference to the equipment or operations of LICENSOR or any
other licensee or lessee or other user of LICENSOR's Property or Tower.
(b) If LICENSOR or any licensee/lessee installs or modifies equipment or operations on
the Tower or Property ("Subsequent Equipment or Operations"); immediately prior to such installation or
modification there was no interference with LICENSEE Equipment or LICENSEE' s operations; and
LICENSEE has reason to believe that such Subsequent Equipment or Operations caused interference with
LICENSEE's frequency or signal or with LICENSEE Equipment, then LICENSEE immediately shall
notify LICENSOR of such belief. LICENSEE shall in no way interfere with, tamper with or modify any
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Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
equipment on the Tower or Property belonging to LICENSOR or any other licensee/lessee or user of the
Tower or Property. Notwithstanding any other provisions of this Agreement, LICENSOR shall have the
immediate right to terminate this Agreement upon any violation by LICENSEE of this Paragraph 3.
Upon notice of interference to the equipment of LICENSEE by any licensee or lessee, LICENSOR agrees
to take reasonable steps, which shall not include the institution of litigation, to cause such licensee or
lessee to eliminate, in a timely manner and without cost to LICENSEE, any interference with the
LICENSEE Equipment or its operations caused by such licensee or lessee Subsequent Equipment or
Operations. If LICENSOR is unable to eliminate such interference with the LICENSEE Equipment or its
operations within thirty (30) days after receiving notice of the interference from LICENSEE, LICENSEE
shall have the immediate right to terminate this Agreement, but shall have no further recourse against
LICENSOR, except that LICENSEE shall be entitled to the return of any paid but unearned license fees.
Except as specifically stated herein, in no event shall LICENSOR be liable to LICENSEE for any
interference with the LICENSEE Equipment or its operations caused by any licensee or lessee Subsequent
Equipment or Operations.
4. MAINTENANCE OF AND ALTERATIONS TO THE PROPERTY.
(a) LICENSEE shall obtain the prior written consent of LICENSOR before making any
addition to or alteration of the Premises, Tower, or Property. LICENSOR shall respond in writing to
LICENSEE' s submission of plans to alter the Premises, Tower, or Property within ten (10) business days
of receipt of the plans. If LICENSOR does not respond within the designated timeframe, then
LICENSOR shall be deemed to have rejected the plans. LICENSOR may respond by making suggestions
to alter LICENSEE's plans, in which case LICENSEE shall have ten (10) business days in which to
accept or reject in writing LICENSOR's alternative plans. If LICENSEE does not respond within the
designated timeframe, then the alternative plan shall be deemed rejected, and LICENSEE will be required
to resubmit new plans to LICENSOR for approval. Any approved addition or alteration shall be in full
compliance with all applicable laws, rules and regulations and made in a good and workmanlike manner
at the sole expense of LICENSEE, free and clear of any mechanics' or other liens or encumbrances.
LICENSEE shall provide 10 days prior written notice to the LICENSOR of any modification, addition or
reduction in frequencies; provided that no such modification, addition or reduction shall cause
interference with any equipment or operations of LICENSOR or any other licensee or lessee. In the event
any mechanics' or other lien is tiled arising out of labor, materials or supplies furnished to or at the
request of LICENSEE, LICENSEE shall immediately notify LICENSOR of such lien, and shall cause
such lien to be discharged, by payment, bonding or otherwise, within ten (10) days after the date of such
filing,
(b) In the event LICENSOR determines that the installation of any initial or additional
LICENSEE Equipment on or about the Premises or Tower necessitates additional structural support for
the Tower, or any portion thereof, including without limitation adding guying, anchors, or lacing,
LICENSOR agrees to notify LICENSEE and to negotiate in good faith to attempt to reach agreement on
mutually acceptable terms and conditions for the installation of such equipment at LICENSEE' s expense.
If no such agreement can be reached within 60 days after the commencement of negotiations, LICENSOR
or LICENSEE may terminate this Agreement with no further obligation or liability to the other except for
any payments or obligations accruing prior to the date of termination. If the LICENSOR and LICENSEE
execute a mutually acceptable agreement, LICENSEE shall reimburse LICENSOR, upon demand, for any
expenses incurred by LICENSOR in designing and constructing such additional support (including stress
analysis cost). LICENSEE understands and agrees that any additional structural support necessitated by
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Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
LICENSEE's additions or alterations to the Premises or Tower made or paid for by LICENSEE shall
become the sole property of LICENSOR.
(c) At LICENSEE's sole cost and expense, LICENSEE may place a security fence
consisting of chain link construction or similar but comparable construction around the perimeter of the
Premises (not including the access easement) subject to LICENSOR'S approval and any applicable laws,
rules, regulations or contractual agreements.
(d) Licensee promises to cooperate fully in Licensor's efforts to maintain the peaceful
occupation of the structure of which the Premises are a portion, including without limitation, Licensee's
agreement to cooperate in maintaining the cleanliness of the Premises; in constructing its equipment in a
safe, reasonably quiet, and non-disruptive manner; in assisting in maintaining the security of the Premises
by reasonably limiting the number of persons with access to the Premises; and in directing its employees
to treat all other Licensees with civility and courtesy.
(e) Licensor makes no guarantee, warranty, representation, or any other covenant,
including any implied warranty of merchantability or fitness for a particular purpose or use, with respect
to the licensed premises, including any tower or building thereon, Licensee's permitted equipment, or
Licensee's use of the tower, the building, the site in general, or the permitted equipment. Licensee has
independently examined the tower, the building, and/or the site in general, and has determined that each
are suitable for Licensee's intended use, and each are otherwise satisfactory to licensee
5. EMERGENCY. In an emergency, as determined by LICENSOR in its sole reasonable
discretion, LICENSOR shall have the right to terminate the power to the LICENSEE Equipment for the
purpose of eliminating the emergency, without liability, provided that the LICENSOR gives to the
LICENSEE notification as promptly as reasonably possible under the circumstances of the emergency.
6. TERM OF AGREEMENT. The initial term of this Agreement shall be for ten (10) years
and shall commence on March 1, 2015 (the "Commencement Date"). Licensee warrants that it shall
employ reasonable best efforts to obtain all required local penuits for construction and operation of its
facilities and shall inform Licensor immediately of its receipt of such building permit. Licensee shall
provide Licensor with prior notice of the date upon which Licensee shall commence the installation of
Licensee's equipment.
7. EXTENSIONS OF TERM. The term of this Agreement shall automatically be extended
for three (3) additional five (5) year terms unless: (i) either party terminates this Agreement at the end of the
then-current term or extension by giving the other written notice of the intent to terminate at least six (6)
months prior to the end of the then-current term or (ii) this Agreement terminates earlier in accordance with
its terms.
8. FEES. The annual fees payable by LICENSEE to LICENSOR hereunder are set forth on
Exhibit A. Following the initial term, the license fee set forth on Exhibit A shall automatically increase each
year by the specified percentage set forth therein. If following 10 days prior written notification to
Licensee by Licensor of Licensee's failure to make current its account, Licensee fails to make timely rent
payments such that the account is greater than 60 days past due, Licensee shall be deemed to have
materially breached this agreement. Notwithstanding all other remedies available at law or equity or
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Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
contained herein, Licensor shall have the right to accelerate all charges due to Licensor from Licensee for
the remainder of the term of this agreement and Licensee shall pay same upon demand.
9. PASS THROUGHS. In addition to the payments to be made by Licensee, Licensee
agrees to pay its reasonable pro rata or representative portion of any increase in taxes, excluding income
taxes; any road assessments levied for the provision of ingress and egress to the Premises; or increase in
per unit rate of necessary utilities directly attributable to Licensee's equipment and which occur following
the commencement of this License and which are billed to either party for operation of the Premises.
Base year for tax assessment shall be the year this License is effective. Charges for increased utility rates
will not be passed through to Licensees, which are billed separately by the utility company for power
and/or telephone service and Licensee agrees to separate metering of its electrical power at Licensee's
sole expense. Charges to Licensee for such increases may be commenced immediately following
Licensor's receipt of a demand for higher costs from the applicable government agency, supplier, utility
company or road maintenance company, without prior notification to or approval from Licensee,
however, Licensor shall provide to Licensee upon reasonable demand all documentation necessary to
demonstrate the source and amount of any increase. Under no circumstances shall Licensor charge
Licensee for such increased in a manner which might result in a profit for Licensor. Licensee's failure to
pay any such charges upon demand by Licensor shall be deemed to be a failure to pay rents as required
herein.
10. PERSONAL PROPERTY TAX. Licensee shall be liable for and shall pay when
due all taxes levied against the Equipment or any other personal property owned by it and located on or
about the Premises, and shall not suffer or permit such taxes to become delinquent. Upon demand,
Licensee shall furnish to Licensor reasonable evidence of Licensee's compliance with this Section. To
the extent that any Equipment or personal property shall be assessed together with real or personal
property of Licensor, Licensee shall reimburse Licensor for any taxes paid by Licensor attributable to
such assessment upon demand by Licensor, which demand shall be accompanied by reasonable
documentation of such assessment
11. USE; GOVERNMENTAL APPROVALS. Subject to the terms of this Agreement,
including, without limitation the terms of Paragraph 3 hereof, LICENSEE shall use the Premises for the
purpose of constructing, maintaining and operating a communications facility and uses legally incidental
thereto, including without limitation the installation and operation of the LICENSEE Equipment. All
improvements shall be in accordance with the terms of this Agreement and at LICENSEE's expense and the
installation of all such improvements shall be subject to LICENSOR'S approval. During the term this
Agreement, LICENSEE shall only replace, repair, add or otherwise modify its equipment or any portion
thereof, whether the equipment is specified or not on any exhibit attached hereto, only in accordance with
the terms of this Agreement, including the terms set forth in Paragraphs 3 and 4 hereof. LICENSEE will
maintain the Premises in good condition, reasonable wear and tear accepted. Subject to the applicable terms
of this Agreement, LICENSOR will maintain the Property, excluding the Premises, in good condition,
reasonable wear and tear accepted. It is understood and agreed that LICENSEE's ability to use the Property
is contingent upon its obtaining, after the execution date of this Agreement, all of the certificates, permits
and other approvals (collectively the "Governmental Approvals") that may be required by any federal, state
or local authorities as well as satisfactory soil boring tests which will permit LICENSEE's use of the
Premises as set forth above. LICENSOR shall cooperate with LICENSEE as reasonably necessary in its
effort to obtain such approvals. In the event that any of such applications for such Governmental Approvals
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Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
should be finally rejected or LICENSEE reasonably determines that such Governmental Approvals may not
be obtained in a timely manner or any Governmental Approval issued to LICENSEE is canceled, expires,
lapses, or is otherwise withdrawn or terminated by a governmental authority so that LICENSEE will be
unable to use the Premises for its intended purposes (excluding those circumstances in which such
Governmental Approval is revoked based on LICENSEE'S misconduct in violation of any applicable law or
condition set for such Governmental Approval), LICENSEE or LICENSOR shall have the right to terminate
this Agreement. Notice by any party of its right to terminate under this Paragraph shall be given to the other
party in accordance with the terms of this Agreement. All antenna(s) installed by LICENSEE on the Tower
must be identified by a marking fastened securely to its bracket on the Tower and all transmission lines are
to be tagged at the conduit opening where it enters any user's equipment space.
12. TOWER COMPLIANCE.
(a) Subject to the applicable terms of this Agreement, LICENSOR covenants that it will
keep the Tower in good repair as required by all federal, state, county and local laws. The LICENSOR shall
also comply with all rules and regulations enforced by the Federal Communications Commission with
regard to the lighting, marking and painting of towers. If the LICENSOR fails to make such repairs
including maintenance despite 30 days prior written notice thereof by LICENSEE, the LICENSEE shall, as
its sole remedy, have the right to terminate this Agreement. Any such notice of termination shall cause this
Agreement to expire with the same force and effect as though the date set forth in such notice were the date
originally set as the expiration date of this Agreement and the parties shall make an appropriate adjustment,
as of such termination date, with respect to payments due to the other hereunder.
(b)Licensee shall comply with all federal, state and local laws, rules and regulations
applicable to the Equipment and Licensee's operations, including, without limitation, all applicable rules
and regulations of the FCC, Federal Aviation Authority ("FAA"), and any other applicable electrical or
other governmental laws, codes, rules or regulations, including complying in all respects with ANSI
Standards as set forth in the OET Bulletin 65, "Evaluating Compliance with FCC Guidelines for Human
Exposure to Radio Frequency Electromagnetic Fields" (August, 1997) and Supplement A (Edition 97-01)
thereto. Licensor shall be responsible for all ongoing and necessary tower lighting and marking
requirements of the FAA and FCC that are not related to the Equipment or Licensee's operations.
Licensee represents that prior to installation and operation of Licensee's Equipment pursuant to this
Agreement, Licensee has obtained all required permits and/or licenses pertaining to the installation,
operation, maintenance and repair of the Equipment on the Premises, including, without limitation, any
required FCC licenses. Licensor shall have no responsibility for the licensing, installation, operation or
maintenance of the Equipment. Licensee shall provide Licensor with copies of all applications for
construction permits and licenses filed with governmental authorities, and any and all amendments or
renewals thereof, at the time of filing. Licensee shall not make any filings (or amendments to filings)
with the FAA relating to the Tower without Licensor's prior written approval, which approval shall not be
unreasonably withheld.
13. MAINTENANCE OF EQUIPMENT BY LICENSEE. Licensee shall, at its own
expense, maintain its equipment on or attached to the Premises in a safe condition and in good repair, and
in a manner suitable to Licensor so as not to conflict with the use of the property by Licensor or by any
other Licensee lawfully using the property. All repair and maintenance of the Antenna Facilities shall be
preformed by qualified technicians, authorized to enter the Premises as Licensee's agents or employees.
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Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
(a) Any and all machinery, equipment and trade fixtures except the electrical service,
installed by Licensee, shall remain Licensee's notwithstanding the fact that it may be affixed or attached
to the realty or the Premises, and shall, during the term of this License or any extension or renewal
thereof, and upon termination thereof, belong to and be removable by Licensee. Licensee agrees that the
Premises and associated realty shall not be damaged by Licensee's occupancy and that Licensee shall,
upon termination of occupancy, make any repairs necessitated by Licensee's occupancy or removal of
equipment, less ordinary wear and tear.
(b) All transmitters operated by Licensee upon the Premises shall include the use of, for
example, a single stage isolator or a single bandpass cavity or such other devices which may reasonably
prevent or deter the creation of harmful electrical interference. Licensor may determine, from time to
time and as is reasonable and necessary, other similar requirements for safe, interference free operation of
Licensee's equipment upon the Premises and Licensee shall comply with all such requests.
14. INDEMNIFICATION. Each party shall indemnify, defend, and hold harmless the other
party against any claim of liability or loss from personal injury or property damage resulting from or arising
out of the use and occupancy of the Property by the party, its servants or agents, excepting, however, such
claims or damages as may be caused by the gross negligent acts or omissions of the other party, or its
servants, agents, or contractors.
15. INSURANCE. Each Party shall carry for each site licensed pursuant to a Agreement
hereunder during the term of each Agreement, at its own cost and expense, the following insurance: (i)
"All Risk" property insurance which insures the insuring party's property for its full replacement cost;
and (ii) Comprehensive general liability insurance having a minimum combined single limit of liability of
$1,000,000 for bodily injury and/or property damage for any one occurrence, and (iii) excess/umbrella
coverage of $5,000,000 per occurrence. Licensor understands and acknowledges that Licensee is self-
insured for an amount greater than the limits required under this agreement. As a self-insured entity
Licensee is unable to confer to others status as additional insured nor issue waiver of subrogation.
Licensee shall issue a certificate of insurance as to ifs self insured status within thirty (30) days from the
execution of each Supplement hereunder and as requested thereafter.
16. REGULATORY OR ADVERSE CHANGES. Subject to the terms of this Agreement,
including Section 40 hereof, if, during the course of this Agreement, there shall a be a change in
LICENSOR'S business, the financial condition or legal status of LICENSEE, the physical condition or state
of repair of any Tower, or laws or regulations applicable to LICENSOR any of which, in LICENSOR'S
reasonable commercial judgment, have a significant adverse effect on LICENSOR'S continued ownership,
operation or maintenance of one or more Towers or LICENSOR shall cease conducting its business in the
service area in which a Tower is located, then, upon 180 days notice to LICENSEE, LICENSOR shall have
the right, without penalty or further obligation to LICENSEE, to terminate this Agreement. Any such
notice of termination shall cause this Agreement to expire with the same force and effect as though the date
set forth in such notice were the date originally set as the expiration date of the Agreement and the parties
shall make an appropriate adjustment, as of such termination date, with respect to payments due to the other
hereunder.
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Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
17. REMOVALS AND RESTORATION UPON TERMINATION. This Agreement is
subject to termination pursuant to A.R.S. § 38-511. On or before termination of this Agreement,
LICENSEE shall remove the LICENSEE Equipment, its building(s), antenna structure(s) (except footings),
antenna(s), and all personal property. In addition, LICENSEE may be required by LICENSOR, in
LICENSOR's sole discretion, to remove any alteration or addition and to restore the Premises, Tower, or
Property to the same or as good condition as existed on the effective date of this Agreement, reasonable
wear and tear accepted. If such time for removal and restoration causes LICENSEE to remain on the
Premises after termination of this Agreement, then for the first 90 days after such termination, LICENSEE
shall continue to pay the license fee that would otherwise be due from the date of such termination until
such time as the removal and restoration are completed. In the event any removal or restoration has not
been completed after the expiration of such ninety (90) day period of time, LICENSEE shall pay to the
LICENSOR one-hundred fifty percent (150%) of the license fee that would otherwise be due for the period
of time that the removal and restoration are incomplete after the expiration of such ninety (90) day period
and prior to the one-hundred eightieth (180th) day after such termination. In the event any removal or
restoration is incomplete more than one hundred eighty (180) days after the termination of this Agreement,
LICENSOR shall have the right to claim ownership of and control over such facilities, and/or to remove any
portion or all of such facilities and dispose of such removed facilities without liability and at LICENSEE's
cost and to charge LICENSEE two-hundred percent (200%) of the license fee that would otherwise be due
from the expiration of such one-hundred eighty (180) day period until such removal and restoration is
completed.
18. RIGHTS UPON TRANSFER OR SALE. Should the LICENSOR, at any time during
the term hereof, decide to transfer or sell all or any part of the Property to a party other than LICENSEE,
LICENSOR shall use commercially reasonably efforts to cause any such party to assume the obligations of
LICENSOR under the terms of this Agreement. Subject to Section 40 of this Agreement, if the obligations
of LICENSOR are not so assumed, then LICENSOR shall have the option to teiminate this Agreement upon
30 days written notice and, in such event, shall have no further obligation to LICENSEE hereunder. Any
such notice of termination shall cause this Agreement to expire with the same force and effect as though the
date set forth in such notice were the date originally set as the expiration date hereof and the parties shall
make an appropriate adjustment, as of such termination date, with respect to payments due to the other
hereunder.
19. INTEGRATION. It is agreed and understood that this Agreement contains all
agreements, promises and understandings between the LICENSOR and LICENSEE and that no verbal or
oral agreements, promises or understandings shall be binding upon either the LICENSOR or LICENSEE in
any dispute, controversy or proceeding at law, and any addition, variation or modification to this Agreement
shall be void and ineffective unless made in writing and signed by the parties. Subject to Section 14 hereof,
in the event any provision of this Agreement is found to be invalid or unenforceable, such finding shall not
affect the validity and enforceability of the remaining provisions of this Agreement. The failure of either
party to insist upon strict performance of any of the teams or conditions of this Agreement or to exercise any
rights under this Agreement shall not waive such rights and such party shall have the right to enforce such
rights at any time and take such action as may be lawful and authorized under this Agreement, either in law
or in equity. LICENSEE acknowledges and agrees that the Designated Agent (as defined in Exhibit A) is
only acting as the agent of LICENSEE hereunder and has no responsibility or liability to LICENSEE for
documentation obtained by LICENSEE directly from LICENSOR.
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Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
20. GOVERNING LAW. This Agreement, together with the performance thereof, shall be
governed, interpreted, construed, and regulated by the laws of the State in which the Property in located.
21. ASSIGNMENT. This Agreement may not be sold, assigned or transferred by the
LICENSEE, by means of a sale, transfer of control or equity or otherwise, without the prior written consent
of the LICENSOR. In the case of a sale, assignment or transfer of this Agreement to any of the
LICENSEE's principals, subsidiaries, affiliates or subsidiaries of its principal or to any entity which
acquires all or substantially all of the LICENSEE's assets in the market defmed by the Federal
Communications Commission in which the Property is located by reason of a merger, acquisition or other
business reorganization, LICENSOR's approval will still be required, but may not be unreasonably be
withheld provided that: (i) LICENSEE shall demonstrate, to LICENSOR's satisfaction, that the assignee can
fulfill its obligations under the terms of this Agreement, (ii) the assignee shall execute such documents as
LICENSOR shall reasonably require to guarantee its performance and to assume all obligations under the
terms of this Agreement and (iii) LICENSEE shall remain responsible for all obligations of such licensee
under the terms of this Agreement.
22_ NOTICES. Except to the extent specifically stated otherwise herein, all notices provided
by the parties hereunder must be in writing and shall be deemed validly given if delivered by hand or sent
by certified mail, return receipt requested, or by commercial courier, provided the courier's regular business
is delivery service and provided further that it guarantees delivery to the addressee by the end of the next
business day following the courier's receipt from the sender, addressed as follows (or any other address that
the arty to be notified may have designated to the sender by like notice):
LICENSOR: Mediacom Arizona LLC
Mediacom Communications Corporation
One Mediacom Way
Chester, NY 10918
With a copy to: Mediacom Arizona LLC
Attn: Regional Vice President
One Mediacom Way
Mediacom Park
Chester, NY 10918
LICENSEE: Maricopa County
Attn: Real Estate Manager
301 W. Jefferson St., Suite 960
Phoenix, AZ 85003
Notice shall be effective upon delivery.
23. DEFAULT.
(a) In the event there is a default by either party (the "Defaulting Party") with respect to any
provisions of this Agreement, including the payment of license fees, the other party (the "Notifying Party")
shall give the Defaulting Party written notice of such default. Except to the extent that another timeframe is
10

Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
specified or required herein, after receipt of such written notice, the Defaulting Party shall have fifteen (15)
days in which to cure any monetary default and thirty (30) days in which to cure any non-monetary default,
provided the Defaulting Party shall have such period extended as may be required beyond the thirty (30)
days if the nature of the cure is such that it reasonably requires more than thirty (30) days and the Defaulting
Party commences the cure within the thirty (30) day period and thereafter continuously and diligently
pursues the cure to completion. The Notifying Party may not maintain any action or affect any remedies for
default against the Defaulting Party unless and until the Defaulting Party has failed to cure the same within
the time periods provided in this Paragraph. In the event the Defaulting Party has failed to cure a default as
set forth in this Paragraph, then the Notifying Party shall have the right to terminate the Agreement
applicable to the Premises from which the default has emanated and/or to pursue any and all remedies
available at law with respect to such default; provided, however, this Agreement shall remain in full force
and effect.
(b) Following an uncured material breach by a party, the non-breaching party may
terminate this License, provided however, the non-breaching party must first provide to the breaching
party all reasonable opportunity provided hereunder to cure any such breach, including providing to the
breaching party at least 30 days prior written notice of the non-breaching party's intent to terminate this
License. Upon termination or expiration of this License in accord with any of its terms, Licensee shall
immediately remove its equipment from Licensor's Premises. Such removal shall be performed in a
manner as to not interfere with the continuing use of the Tower by Licensor and others. Licensee shall
promptly, at its sole expense, repair any damage to the Tower, or any facilities or equipment on
Licensor's Property, caused by such removal. Licensee's failure to remove its equipment within 30 days
following the expiration or termination of this License shall entitle Licensor to receive from Licensee
storage fees in an amount equal to $100 per day beyond such period. Licensor hereby waives any and all
landlord liens or similar claims to Licensee's equipment, which equipment may be removed by Licensee
at any time, provided however, such removal shall not create any termination of this License or reduction
in any amount due Licensor according to the terms herein.
(c) Licensor reserves the right to disconnect the electrical power to Licensee's equipment
if, following notification by another user of the Premises, or Licensee's agents or employees, or by
notification by officials of the Federal Government, it is determined that operation of Licensee's
equipment is causing injury or damage to other persons or users, or is in violation of Law. Such
disconnection by Licensor shall not be performed without informing Licensee in writing prior to
Licensor's taking such action and without providing Licensee with an opportunity within 48 hours
following such notification, to cure immediately such problems or answer such allegations. If, following
notification to Licensee by Licensor, Licensee does not repair or disconnect Licensee's equipment within
the aforementioned forty eight hour period, to discontinue continuing injury and/or damage to other
persons or Licensees, and Licensor reasonably deems such repair or disconnection necessary to protect
Licensor or other persons, Licensor may disconnect the electrical power to Licensee's equipment, which
act shall be without liability to Licensor and Licensor shall not be liable for any damages, loss of revenue,
claims, or injuries caused by Licensor's arising out of disconnection of Licensee's equipment, except such
injury or damages caused by Licensor's negligence or willful actions, and only to the extent provided for
herein.
24. SUCCESSORS. Except as otherwise provided for herein, this Agreement shall extend to
and bind the heirs, personal representatives, successors and assigns of the parties hereto.
11

Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
25. SUBORDINATION. At LICENSOR's option, this Agreement shall be subordinate to any
mortgage or deed of trust by LICENSOR that is recorded in the applicable land records affecting the
Property and which from time to time may encumber all or part of the Property or right-of-way.
26. ENVIRONMENTAL. LICENSOR represents, warrants and agrees that it has in the past
and will in the future conduct its activities on the Premises in compliance with all applicable
Environmental Laws and that the Premises are free of hazardous substances as of the date of this
LICENSE.
(a) LICENSOR shall be responsible for, and promptly cause to be performed any
investigation and remediation as required by any environmental laws or common law, of all spills or other
release of hazardous substances, not caused solely by LICENSEE, that have occurred or which may occur
on the Premises.
(b) LICENSEE agrees to defend, indemnify and hold LICENSOR harmless from and
against any and all claims causes of action, demands, and liability including, but not limited to, damages,
costs, expenses, assessments, penalties, fines, losses, judgments and attorney's fees that LICENSOR may
suffer due to the existence or discovery of any hazardous substance on the Premises or the migration of
any hazardous substance to other properties or release into the environment, arising solely from
LICENSEE'S activities on the Premises.
(c) LICENSOR agrees to defend, indemnify and hold LICENSEE harmless from and
against any and all claims, causes of action, demands and liability including, but not limited to, damages,
costs, expenses, assessments, penalties, fines, losses, judgments and attorney's fees that LICENSEE may
suffer due to the existence or discovery of any hazardous substance, except radio frequency emissions, or
the migration of any hazardous substance to other properties or released into the environment, that relate
to or arise from LICENSOR'S activities.
(d) The indemnifications in this section specifically include costs incurred in connection
with any investigation of site conditions or any cleanup, remedial, removal or restoration work required
by any governmental authority.
(e) Notwithstanding the foregoing, LICENSEE agrees to cooperate with LICENSOR and
other users of the Premises to resolve any violations of RF emission standards created by the operation,
collocation, and use of the Premises by LICENSEE and all other users, which standards are promulgated
by the FCC, including if necessary, the provision of shielding devices or hardware or other such remedies
which are reasonably required to assure compliance with all such regulations. LICENSOR agrees to
cooperate with LICENSEE to assist in assuring compliance with all FCC promulgated RF exposure
limitations, including providing to LICENSEE upon request all relevant information which LICENSOR
has in its possession regarding the equipment employed by collocated systems operating upon the
Premises.
(f) Each party warrants that it shall provide immediate notification to the other party of
any investigation or lawsuit commenced by any agency, governmental body, person, or forum regarding
any alleged violation of any environmental protection law. A party's failure to provide such notification
12

Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
will not, however, be deemed a waiver of a party's obligation to provide indemnification required
hereunder.
27. CASUALTY. In the event of damage by fire or other casualty to the Premises: (i) that
LICENSOR, in its reasonable discretion, elects not to repair, or (ii) that cannot reasonably be expected to be
repaired within forty-five (45) days following same or, if the Property is damaged by fire or other casualty
so that such damage may reasonably be expected to disrupt L10ENSEE's operations at the Premises for
more than forty-five (45) days, then either party may at any time following such fire or other casualty,
provided LICENSOR has not completed the restoration required to permit LICENSEE to resume its
operation at the Premises, terminate this Agreement upon fifteen (15) days written notice to the other party.
Any such notice of termination shall cause this Agreement to expire with the same force and effect as
though the date set forth in such notice were the date originally set as the expiration date of this Agreement
and the parties shall make an appropriate adjustment, as of such termination date, with respect to payments
due to the other hereunder. Notwithstanding the foregoing, all license fees shall abate during the period of
damage caused by such fire or other casualty.
28. CONDEMNATION. In the event of any condemnation of the Property, LICENSOR
may terminate this Agreement upon 15 days notice to LICENSEE or, if such condemnation may reasonably
be expected to disrupt LICENSEE's operations at the Premises for more than forty-five (45) days,
LICENSEE may terminate this Agreement upon fifteen (15) days written notice to LICENSOR.
LICENSEE may on its own behalf make a claim in any condemnation proceeding involving the Premises
for losses related to the antennas, equipment, its relocation costs and its damages and losses (but not for the
loss of any license conferred hereunder). Any such notice of termination shah cause this Agreement to
expire with the same force and effect as though the date set forth in such notice were the date originally set
as the expiration date of this Agreement and the parties shall make an appropriate adjustment as of such
termination date with respect to payments due to the other hereunder.
29. SUBMISSION OF LICENSE. The submission of this Agreement for examination does
not constitute an offer to license or lease the Premises and this Agreement shall become effective only upon
the full execution of the same by the parties. Each of the parties hereto warrants to the other that the party
executing this Agreement that such party has the full right, power and authority to enter into and execute the
same on such party's behalf and that no consent from any other person or entity is necessary as a condition
precedent to the legal effect of this Agreement. LICENSEE covenants that LICENSEE it has, and
throughout the tern of this Agreement will continue to have, full authority to act on behalf of, to enter into
and execute this Agreement, and any related agreements or other documents on behalf of any entity
controlling, controlled by, or under common control with LICENSEE.
30. LIMITATION OF LIABILITIES Anything contained in this Agreement to the contrary
notwithstanding, neither party shall be liable to the other party for any exemplary, punitive, special,
indirect, consequential, remote or speculative damages, including lost profits. Notwithstanding any
provision in this Agreement to the contrary, LICENSOR shall not be liable for any damages of any nature
whatsoever arising under or related in any way to this Agreement in excess of the license fees actually
paid to LICENSOR by LICENSEE pursuant to this Agreement during the 36-month period immediately
preceding the first assertion of the claim.
13

Licensee: Maricopa. County
KG1 No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
31. APPLICABLE LAWS. Subject to the terms of this Agreement, LICENSEE shall use the
Premises as may be required or as permitted by applicable laws, rules and regulations and contractual
obligations applicable to LICENSEE or LICENSOR (including without limitation any obligations under
the terms of any Prime Lease) and, at all times during the term of this Agreement, LICENSEE shall
comply with all applicable local, state, and federal laws rules and regulations and with all contractual
obligations applicable to LICENSEE or LICENSOR (including without limitation any obligations under
the terms of any Prime Lease). Subject to the terms of this Agreement, LICENSOR agrees to keep the
Property in material conformance with all applicable, laws, rules and regulations and agrees to reasonably
cooperate with the LICENSEE regarding any compliance required by the LICENSEE in respect to its use
of the Premises.
32. SURVIVAL. Any provisions of this Agreement which require performance subsequent
to the termination or expiration of this Agreement shall survive such termination or expiration.
3 3 . CAPTIONS. The captions contained in this Agreement are inserted for convenience
only and are not intended to be part of the Agreement. They shall not affect or be utilized in the
construction or interpretation of the Agreement.
3 4 . BROKERS. Except for LICENSEE's specific obligations to the Designated Agent, as
set forth in this Agreement, each party hereto shall be responsible for any obligations or liability,
contingent or otherwise, for brokerage or finder's fees or agents' commissions or other like payment
arising out of such party's dealings with third parties. Each party hereto agrees to indemnify and hold the
other party harmless against and in respect to any such obligation or liability based in any way on any
agreement, arrangement or understanding claimed to have been made by such party with any third party.
35. LIENS.
(a) Licensee shall keep Licensor's Property free from any liens arising from any work
performed, materials furnished, or obligations incurred by or at the request of Licensee.
(b) If any lien is filed against Licensor's Property as a result of the acts or omissions of
Licensee, or Licensee's employees, agents, contractors or subcontractors, Licensee must discharge the
lien or bond the lien off in a manner reasonably satisfactory to Licensor within 30 days after Licensee
receives written notice from any party that the lien has been filed.
(c) If Licensee fails to discharge or bond any lien within such period, then, in addition to
any other right or remedy of Licensor, Licensor may, at Licensor's election, discharge the lien by either
paying the amount claimed to be due or obtaining the discharge by deposit with a court or a title company
or by bonding, or by such other methods reasonably acceptable to Licensor and any of Licensor's
mortgagees provided that such methods are specified in writing by Licensor to Licensee.
(d) Licensee must pay on demand any amount paid by Licensor for the discharge or
satisfaction of any lien, and all reasonable attorneys' fees and other legal expenses of Licensor incurred in
defending any such action or in obtaining the discharge of such lien, together with all necessary
disbursements in connection therewith.
14

Licensee: Maricopa County
KG1 No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
36. NON-RECOURSE. Recourse against LICENSOR or its affiliates for LICENSOR's
liability or for the liability of any of LICENSOR'S affiliates hereunder shall be limited to recourse against
the ownership interest of LICENSOR and/or any LICENSOR'S affiliate in the Tower which is the subject
of this Agreement. In no event shall any members, shareholders, directors, officers, agents, or
employees of LICENSOR or any LICENSOR's affiliates have any personal liability hereunder.
37. SUBLEASE. Licensee shall not sublease any or part of the licensed space without
prior written consent of Licensor. Additional fees may be charged for subleased space.
38. CIRCUMSTANCES BEYOND CONTROL. Except for LICENSEE's obligations to
pay license fees to LICENSOR under this Agreement, neither party shall be liable in any way to the other
if, by reason of an act of God or public enemy, strike, lockout, boycott, picketing, riot, insurrection, fire,
or any governmental order, rule or regulation or any ordinance, it shall be delayed in, or prevented from,
furnishing any materials, equipment, facilities, or services to be furnished by it hereunder, or the site
space cannot be reached in order for work to be commenced or completed.
39. CONFIDENTIALITY. LICENSEE agrees for itself, for any affiliate, and for all
persons employed or contracted by LICENSEE or any LICENSEE Affiliate, to hold in confidence and not
to use or disclose to others: (i) any confidential, proprietary or business information or documents of or
regarding LICENSOR or any of LICENSOR'S affiliates heretofore or hereafter disclosed to LICENSEE
or to any LICENSEE Affiliate whether by LICENSOR or any third party or (ii) any terms or conditions of
this Agreement.
40. OPTION TO TRANSFER TOWER. Subject to the terms and conditions set forth in
this Section 40, in the event that LICENSOR shall cease its usage of a Tower and, in connection
therewith, elects to exercise its right under this Agreement to terminate the license of any tower pursuant
to this Agreement, then, in each case, LICENSOR shall use reasonable commercial efforts to re-locate
LICENSEE on an alternate tower owned by LICENSOR or to transfer its ownership of the affected
Tower to LICENSEE, in "as is condition." In the event of a transfer of ownership, LICENSEE shall be
required to obtain any necessary licenses, consents and permits and LICENSOR may require LICENSEE
to take ownership subject to and/or to assume or obtain (as the case may be) all existing or necessary
leases (including leases of underlying real property), licenses, other agreements affecting LICENSOR's
interest in the Property, and other obligations of LICENSOR. Any sale or transfer of ownership of a
Tower shall be for mutually agreed upon consideration and subject to the execution of an agreement
containing terms and conditions mutually acceptable to LICENSOR and LICENSEE.
Signature Page to Follow
15

Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their respective seals
the day and year first above written.
LICENSOR: Mediacorn Arizona LLC
By:
Printed Name:
Title: ,3v? LA J')A C.,11
Date: 2,
LICENSEE: Maricopa County
By:
Printed Name: Steve Chuen
Title: Chairman of the Board of Supervisors
Date: JAN 2 1 2015
APPROVED AS TO FORM:
MARICOPA COUNTY ATTORNEY
16

Licensee: Maricopa County
Ickil No.: 3075/
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
EXHIBIT A
DESCRIPTION OF TOWER AND PREMISES
FEES AND SUPPLEMENTAL INFORMATION
1. In the event of a contradiction, modification or inconsistency between the terms of this
Exhibit and the Agreement, the terms of this Exhibit shall govern. Capitalized terms used in this Exhibit
shall have the same meaning described for them in the Agreement unless otherwise indicated herein.
2. The Property owned by the LICENSOR is described as follows:
Tower No.: 30757
Coordinates: 33.13.8.3 (Latitude) 111.31.58.2 W (Longitude)
Site Address: 3103 E. Combs Rd., Queen Creek, AZ 85242
County: PinaI
3. The Premises licensed by the LICENSOR to the LICENSEE hereunder is described on
Exhibit 3.
4. The LICENSEE shall have the right to survey the Property and/or Premises and said survey
shall be Exhibit 2 which shall be attached hereto and made a part hereof and, upon approval of LICENSOR,
shall control in the event of any discrepancies between it and Exhibit 1. The cost for such work shall be
borne by the LICENSEE.
5. Designated Agent.
(a) LICENSOR' s Designated Agent is the following:
KGI Wireless Inc.
Building Three, Suite 370
805 Las Cimas Parkway
Austin, Texas 78746
(b) LICENSOR may notify LICENSEE of a change of its Designated Agent at any time in
writing.
6. Fees. LICENSEE shall make license fee payments pursuant to Exhibit 4 (License Fee
Payment Schedule) of this Agreement, and detailed as follows:
(a) The license fee for the first year of the initial tenn of this Agreement shall be Twenty One
Thousand Six Hundred and No/100 Dollars ($21,600.00), to be paid in equal monthly installments on the
first day of each month, in the amount of One Thousand Eight Hundred and No/100 Dollars ($1,800.00).
(b) License fees and other amounts that are required to be paid to LICENSOR under the terms
of this Agreement shall be paid to LICENSOR at the address in Paragraph 8 of this Exhibit A. LICENSOR
may, from time to time, designate in writing at least thirty (30) days in advance of any payment due date.
1

Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
(c) Following the initial term of this Agreement, the license fee shall be increased by three
percent (3%) of the license fee for the preceding year.
7. Subject to the terms of the Agreement, if the Property is subject to a prime lease, license or
other agreement affecting LICENSOR's interest in the Property, information shall be given to LICENSEE
upon request.
8. LICENSOR Information: Mediacom's Arizona LLC
(a) Provide Notices to: Mediacom Arizona LLC
Mediacom Communications Corporation
One Mediacom Way
Chester, NY • 10918
With a copy to: Mediacom Arizona LLC
Attn: Regional Vice President
One Mediacom Way
Mediacom Park
Chester, NY 10918
(b) Contact for Emergency: (888) 847-6228
(c) Payments to be made directly to LICENSOR shall be remitted to:
Mediacom Arizona LLC
One Mediacom Way
Chester, NY • 10918
Attn: Accounts Receivable
9. LICENSEE Information: Maricopa County
(a) Provide Notices to: Maricopa County
Attn: Real Estate Manager
301 W. Jefferson Street, Suite 960
Phoenix, AZ 85003
(b) Contact for Emergency: (602) 506-1191
(c) Billing Information to: Maricopa County
3324 W. Gibson Lane
Phoenix, AZ 85009
ATTN: JAN KILLEBREW
(602) 506-1194
10. Frequency Information
(a) Transmitting Range: 6 GHz and 11 GHz
(b) Receiving Range: 6 and 11 GHz
2

Licensee: Maricopa County
K INo.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
(c) Antenna Centerline: 107', 49' and 45'
11. UTILITIES. LICENSEE shall be responsible for its own utility services, which may
include but is not limited to telephone service, and excludes electrical power service, access to which
LICENSOR will provide LICENSEE at LICENSOR's expense. Notwithstanding anything to the contrary,
if LICENSOR determines that LICENSEE's electrical power usage is above the amount reasonably require
for LICENSEE's operations on the tower, then the parties agree that LISONSOR my increase the license fee
to account for the cost of such increased level of usage. In order to facilitate the LICENSEE's payment for
its telephone services, LICENSEE may, at its sole expense, install a separate telephone line at the Premises
and LICENSEE shall be responsible for the payment of all bills which are generated as a result of its utility
use (other than electrical power usage). Further, LICENSEE agrees to be responsible for any damage to the
Premises sustained during installation of LICENSEE's utilities.
ATTACHMENTS:
Exhibit I: Legal Description of Premises
Exhibit 2: Survey of Premises (if applicable)
Exhibit 3: LICENSEE's Equipment List
Exhibit 4: License Fee Payment Schedule
Remainder of Page Intentionally Blank
3

Licensee: Maricopa County
KGI No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
EXHIBIT 1
LEGAL DESCRIPTION OF PREMISES
Queen Valley, AZ Headend:
Pinal County
Lot 133 of Queen Valley Estates Unit Eight, according to the plant of record in the office of the County
Recorder of Pinal County, Arizona, recorded in Book 14 of Maps, Page 23.
4

Licensee: Maricopa County
KOI No.. 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
EXHIBIT 2
SURVEY OF PREMISES
N/A
5

Licensee: Maricopa County
KCJ1 No.: 30/7
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
EXHIBIT 3
LICENSEE'S EQUIPMENT LIST
Total Inventory of Equipment at the 107' Level:
One (1) RFS (SU4-107BC) Microwave Dish
Dimensions: each 4' in diameter & 77 lb
One (1) line E105J coaxial cable
Total Inventory of Equipment at the 49' Level:
One (1) RFS (UXA6-W57AC) Microwave Dish
Dimensions: each 6' in diameter & 209 lb
One (1) line EGO.' coaxial cable
Total Inventory of Equipment at the 45' Level:
One (1) RFS (UXA8-W57AC) Microwave Dish
Dimensions: each 8' in diameter & 396 lb
One (1) line E60J coaxial cable
Frequencies:
Transmit: 6 GHz & 11 GHz
Receive: 6 GHz & 11 GHz
Ground Space Dimensions: 37'7.5" x 30'2" = 1,135 total square feet
Shelter Pad: 11'8" x 10'6" = 122.5 total square feet
Generator Pad: 5' x 8' = 40 total square feet
Propane Tank Pad: 16' x 4' = 64 total square feet
Ground Space Equipment:
Generac 35 kW Generator
1,000 gallon propane tank

Licensee: Maricopa County
KU! No.: 30757
Site: 3103 E. Combs Rd., Queen Creek, AZ 85242
EXHIBIT 4
LICENSE FEE PAYMENT SCHEDULE
Annual escalation adjustment: 3% as reflected in license fee calculations below
AGREEMENT ANNIVERSARY / TERM ANNUAL MONTHLY
LICENSE FEE LICENSE FEE
March 1, 2015 — February 29 , 2016 $21,600.00 $1,800.00
March 1, 2016 — February 28, 2017 $22,248.00 $1,854.00
March 1, 2017 —February 28, 2018 $22,915.44 $1,909.62
March 1, 2018 — February 28, 2019 $23,602.92 $1,966.91
March 1,2019 —February 29, 2020 $24,311.04 $2,025.92
March 1, 2020 —February 28, 2021 $25,040.40 $2,086.70
March 1, 2021 —February 28, 2022 $25,791.60 $2,149.30
March 1, 2022 —February 28, 2023 $26,565.36 $2,213.78
March 1, 2023 — February 29, 2024 $27,362.28 $2,280.19
Marchl, 2024— February 28, 2025 $28,183.20 $2,348.60
Remit license fee payments to:
Mediacom Arizona LLC
One Mediacom Way
Chester, NY 109187
Attn: Accounts Receivable
7