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AT&T <br />x s <br />December 10, 2019 <br />By: Fed Ex <br />Cinty of Santa Ana <br />Clerk of the Council <br />20 Civic Center Plaza (M-30) <br />P.O.Box1988 <br />Santa Ana, CA 92702 <br />Jesper Larsen <br />Assistant VP — Corporate Development <br />AT&T Services, LLC <br />RE: Request for Consent regarding the Ground Lease for the following Tower Site <br />2115 West McFadden Ave, Santa Ana, CA 92703 (the "Property'); AT&T FA # 10127664 <br />Dear Sir/Madam, <br />The undersigned, as tenant "Tenant" under that certain lease with you dated 04/19/2011 (as heretofore <br />amended and assigned, if applicable, and together with any related easements or other appurtenances) (the <br />"Lease" intends to assign its interest in the Lease to Octagon Towers, LLC, or one of its affiliates ("Buyer"), in <br />connection with Buyer's acquisition of the communications tower located on the Property. As part of the <br />assignment, (i) Buyerwill assume all obligations under the Lease arising on and afterthe date of assignment <br />("Assignment Date' 1 and (ii) Tenant will leaseback from Buyer space on the Property for Tenant's ongoing <br />provision of its wireless operations. <br />To the extent required by the Lease, we hereby request your consent to the foregoing assignment and <br />leaseback, along with your acknowledgement that, effective upon the Assignment Date, the undersigned <br />Tenant, as assignor, shall have no further rights or obligations with respect to the Lease to the extent <br />accruing on or after the Assignment Date. This is to confirm that the undersigned Tenant shall remain fully <br />responsible to landlord for any obligations arising under the Lease for the period prior to the Assignment <br />Date. <br />To confirm your consent and acknowledgement, please sign below and return a copy of this letter by FedEx in <br />the enclosed pre -paid FedEx envelope as soon as possible. <br />Your prompt attention to this request is greatly appreciated. If you have any questions, you are authorized <br />and directed to please contact Buyer's counsel, Jamie Chapman, at Thompson Hine LLP at (216) 566-5647. <br />Sincerely, jja J D 10".1 j777 <br />NEW CINGULAR WIRELESS PCS, LLC <br />By: Jesper Larssen <br />AGREED AND ACKNOWLEDGED: <br />See attached signature page <br />By: City of Santa Ana <br />Name: <br />Title: <br />Date: <br />December 10, 2019 2 5 G -2 <br />2019 AT&T Intellectual Property All fights reserved. AT&T and the Globe logo are registered trademarks of AT&T Intellectual Property. <br />