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• (a) Where there are existing radio frequency user(s) on the Property, the Landlord will provide
<br />Tenant with a list of all existing radio frequency user(s) on the Property to allow Tenant to evaluate the potential
<br />for interference. Tenant warrants that its use of the Premises will not interfere with existing radio frequency
<br />user(s) on the Property so disclosed by Landlord, as long as the existing radio frequency user(s) operate and
<br />continue to operate within their respective frequencies and in accordance with all applicable laws and
<br />regulations.
<br />(b) Landlord will not grant, after the date of this Agreement, a lease, license or any other right to any
<br />third party for use of the Property, if such use may in any way adversely affect or interfere with the
<br />Communication Facility, the operations of Tenant or the rights of Tenant under this Agreement. Landlord will
<br />notify Tenant in writing prior to granting any third party the right to install and operate communications
<br />equipment on the Property.
<br />(c) Landlord will not use, nor will Landlord permit its employees, tenants, licensees, invitees or
<br />agents to use, any portion of the Property in any way which interferes with the Communication Facility, the
<br />operations of Tenant or the rights of Tenant under this Agreement. Landlord will cause such interference to
<br />cease within twenty -four (24) hours after receipt of notice of interference from Tenant. In the event any such
<br />interference does not cease within the aforementioned cure period then the parties acknowledge that Tenant will
<br />suffer irreparable injury, and therefore, Tenant will have the right, in addition to any other rights that it may have
<br />at law or in equity, for Landlord's breach of this Agreement, to elect to enjoin such interference or to terminate
<br />this Agreement upon notice to Landlord.
<br />•
<br />10. INDEMNIFICATION.
<br />(a) Tenant agrees to indemnify, defend and hold Landlord harmless from and against any and all
<br />injury, loss, damage or liability (or any claims in respect of the foregoing), costs or expenses (including
<br />reasonable attorneys' fees and court costs but excluding real property or personal property taxes) arising directly
<br />from the installation, use, maintenance, repair or removal of the Communication Facility or Tenant's breach of
<br />any provision of this Agreement, except to the extent attributable to the negligent or intentional act or omission
<br />of Landlord, its employees, agents or independent contractors.
<br />(b) Landlord agrees to indemnify, defend and hold Tenant harmless from and against any and all
<br />injury, loss, damage or liability (or any claims in respect of the foregoing), costs or expenses (including
<br />reasonable attorneys' fees and court costs but excluding real property or personal property taxes) arising directly
<br />from the actions or failure to act of Landlord or its employees or agents, or Landlord's breach of any provision of
<br />this Agreement, except to the extent attributable to the negligent or intentional act or omission of Tenant, its
<br />employees, agents or independent contractors.
<br />(c) Notwithstanding anything to the contrary in this Agreement, Tenant and Landlord each waives
<br />any claims that each may have against the other with respect to consequential, incidental or special damages.
<br />11. WARRANTIES.
<br />(a) Tenant and Landlord each acknowledge and represent that it is duly organized, validly existing
<br />and in good standing and has the right, power and authority to enter into this Agreement and bind itself hereto
<br />through the party set forth as signatory for the party below.
<br />(b) Landlord represents and warrants that: (i) Landlord solely owns the Property as a legal lot in fee
<br />simple, or controls the Property by lease or license and solely owns the structure; (ii) the Property is not
<br />encumbered by any liens, restrictions, mortgages, covenants, conditions, easements, leases, or any other
<br />agreements of record or not of record, which would adversely affect Tenant's Permitted Use and enjoyment of the
<br />Premises under this Agreement; (iii) as long as Tenant is not in default then Landlord grants to Tenant sole,
<br />actual, quiet and peaceful use, enjoyment and possession of the Premises; (iv) Landlord's execution and
<br />performance of this Agreement will not violate any laws, ordinances, covenants or the provisions of any
<br />mortgage, lease or other agreement binding on the Landlord; and (v) if the Property is or becomes encumbered
<br />by a deed to secure a debt, mortgage or other security interest, Landlord will provide promptly to Tenant a
<br />mutually agreeable Subordination, Non - Disturbance and Attornment Agreement.
<br />Minnesota Option Structure Lease 5
<br />2005 Final Date: 050617
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