"Subleased Property" means each Site that is now or hereafter subject to this Agreement,
<br />including the Land, Tower and Improvements thereof, less and ex tin each instance the Reserved
<br />Space thereof, any Sublessor's Improvements and Communications Equipment on such Site and
<br />Improvements of Existing Space Subtenants.
<br />"Substantial Portion of Site" means, as to a Site, so much of such Site (including the Land, Tower
<br />and Improvements thereof, or any portion thereof) as, when subject to a Taking, leaves the untaken
<br />portion unsuitable for the continued feasible and economic operation of such Site for the Permitted Use.
<br />"Taking" means, as to any Site, any condemnation or exercise of the power of eminent domain by
<br />any public authority vested with such power, or any taking in any other manner for public use, including a
<br />private purchase, in lieu of condemnation, by a public authority vested with the power of eminent
<br />domain.
<br />"Taxes" means, as to each Site, any and all of the following levied, assessed or imposed upon,
<br />against or with respect to the Site (including the Reserved Space), any portion of the Site (including the
<br />Reserved Space), or the use and occupancy of the Site (including the Reserved Space) at anytime during
<br />the Term as to such Site: any and all governmental or quasi-govemmental fees (including, without
<br />limitation, license, filing and registration fees), taxes (including, without limitation, income, gross
<br />receipts, fianchise, sales, use, property, real or personal, tangible or intangible taxes), interest equalization
<br />and stamp taxes, assessments, levies, imposts, duties, charges, required contributions or withholdings of
<br />any kind or nature whatsoever, together with any and all penalties, fines, additions to tax or interest
<br />thereon. For purposes of determining any Tax cost or Tax benefit to any person, such. amount will be the
<br />actual cost or benefit recognized by such person at the time of actual. payment of the additional Tax or
<br />actual recognition of the Tax benefit.. In the event that any payment or other amount is required to be
<br />determined on an after-Tax basis, such payment or other amount will initially be determined without
<br />regard to any Tax cost or Tax benefit not actually recognized currently, and appropriate adjustments will
<br />be made when and to the extent that such Tax cost or Tax benefit is actually recognized.
<br />"Term" means: (i) as to this Agreement, the term set forth in Section 8(a); and (ii) as to each Site,
<br />the term during which this Agreement is applicable to such Site.
<br />"Tower" means a communications and antenna support tower structure or structures on a Site
<br />owned or leased by Sublessors, including without limitation, lighting systems, grounding systems and
<br />guy wires (but excluding AirTouch's Improvements).
<br />"TowerCo Competitor" means a Person that is not a telecommunications provider and whose
<br />principal business is owning, constructing, managing and leasing telecommunications towers.
<br />"TowerCo Indemnitee" means TowerCo, its Affiliates, and the respective directors, officers,
<br />partners, employees, agents, contractors, subcontractors, advisors and consultants of TowerCo or its
<br />respective Affiliates (except any applicable Sublessor and any contractors, subcontractors, advisors and
<br />consultants of such Sublessor).
<br />"Tower Related Assets" means (a) the Existing Subleases existing with respect to a subject Site as
<br />of the applicable Closing Date for such Site and security deposits (if any) from tenants under such .
<br />Existing Subleases, (b) all Contracts with respect to the management, operation, maintenance, servicing
<br />and construction of; and the provision of utility services to, the Sites subject to this Agreement ("Tower
<br />Service Contracts"), (c) any existing leases (or licenses or other Contracts) of Sublessors for equipment or
<br />other personal property which are included within the definition of the Towers ("Tower Equipment
<br />Leases"), and (d) copies of, or extracts from, all current files and records of Sublessors to the extent that
<br />such files or records contain infommation solely related to the design, construction, management,
<br />
|