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18. Assignment. <br /> a) Tenant shall have the right to assign, sublease or otherwise transfer this Agreement, upon <br /> written notice to Landlord and Landlord approval shall not be unreasonably withheld, delayed or conditioned; <br /> provided, however Tenant may assign without Landlord's prior written consent, to a parent, to any party <br /> controlled by, or under common control with Tenant or to any party which acquires 51% or more of the stock <br /> or assets of Tenant . Tenant shall be relieved of all liabilities and obligations and Landlord shall look solely to <br /> the transferee for performance under this Agreement. Upon receipt of a written request from Tenant, <br /> Landlord shall promptly execute an estoppel certificate. <br /> b) Landlord shall have the right to assign and transfer this Agreement only to a successor <br /> owner of the Property. Only upon Tenant's receipt of written verification of a sale, or transfer of the Property <br /> shall Landlord be relieved of all liabilities and obligations and Tenant shall look solely to the new landlord for <br /> performance under this Agreement. Landlord shall not attempt to assign, or otherwise transfer this <br /> Agreement separate from a transfer of ownership of the Property (the "Severance Transaction"), without the <br /> prior written consent of Tenant, which consent may be withheld or conditioned in Tenant's sole discretion. If <br /> Tenant consents to a Severance Transaction, Landlord and its successors and assigns shall remain jointly and <br /> severally responsible for the performance of all duties and obligations of the Landlord under this Agreement. <br /> 19. Relocation. Landlord must provide Tenant at least six (6) months written notice of any repairs, <br /> maintenance or other work (the "Work") during the Term of the Lease which would require the relocation of <br /> the Antenna Facilities. Landlord agrees that the Work will not interfere with or alter the quality of the services <br /> provided by the Antenna Facilities. Landlord will reimburse Tenant for all expenses incurred by Tenant <br /> required to accommodate the Work. <br /> 20. Marking and Lighting Requirements. If any tower or other support structure for Tenant's <br /> Antenna Facilities is owned by Landlord, Landlord acknowledges that Landlord shall be responsible for <br /> compliance with all marking and lighting requirements of the Federal Aviation Administration and the FCC. <br /> Landlord shall indemnify and hold Tenant harmless from any fines or other liabilities caused by Landlord's <br /> failure to comply with these requirements. <br /> 21. Miscellaneous. <br /> a) The prevailing party in any litigation or other legal proceedings arising under this Agreement <br /> (including any appeals and any insolvency actions) shall be entitled to reimbursement from the non-prevailing <br /> party for reasonable attorneys' fees and expenses. <br /> b) This Agreement constitutes the entire agreement and understanding of the parties, and <br /> supersedes all offers, negotiations and other agreements with respect to the subject matter and Property. <br /> Any amendments to this Agreement must be in writing and executed by both parties. <br /> c) Landlord agrees to cooperate with Tenant in executing any documents which Tenant <br /> reasonably deems necessary to insure, protect Tenant's rights in, or use of, the Premises. Landlord shall <br /> execute and deliver: (i) a Memorandum of Lease in substantially the form attached as Exhibit C; and (ii) if the <br /> Property is encumbered by a deed, mortgage or other security interest (each, a "Mortgage"), a subordination, <br /> non-disturbance and attornment agreement using Tenant's form. <br /> Site Number: 5CT0156A -6- Site Lease—version 6.26.14 <br /> Site Name: Kannapolis <br /> Market: Carolinas Attachment number 1 \n <br /> G-5 Page 215 <br />