TELECOMMUNICATIONS
      SPACE LICENSE

    "THE
      HUB @ 32 SIXTH"
      32 Avenue of the Americas, New York, New York

    


    Dated
      as
      of February 20, 2006


    


    In
      consideration of the mutual agreements in this Agreement,
      RUDIN
      MANAGEMENT COMPANY, INC., as agent for 32 SIXTH AVENUE COMPANY
      LLC,
      a
      Delaware limited liability company,
      located
      at 345 Park Avenue, New York, New York 10154, (“Licensor”)
      grants
      to the stated Licensee, subject to the terms of this Agreement, a limited,
      revocable, nonexclusive license (the “License”)
      as
      follows:

    


    (a)
      to
      install, operate and maintain Licensee’s Equipment (as defined in Schedule A
      hereto) in the “Licensed Space” (as defined below), placed in co-location
      facility and “Meet Point” area all known as The
      Hub @ 32 Sixth,
      located
      on the 24th floor of the Building known as 32 Avenue of the Americas, New York,
      New York (such co-location facility and Meet Point area referred to as the
      “The
      Hub”
or
      “The
      Hub Room”and
      such
      Building is the “Building”),
      and

    


    (b)
      as
      specified in a Service Order between Licensor and Licensee, to install and
      use
      cable and wiring through certain vertical risers, pathways and basement or
      rooftop antenna entrance links in the Building, as designated by Licensor,
      to
      allow Licensee’s connection of its Licensed Space in The Hub to various
      telecommunication providers outside the Building (which risers, pathways and
      entrance links are referred to the (“Building
      Communication Spaces”).
      and

    


    (c)
      to
      install, operate and maintain certain telecommunications antennas, cabling
      and
      related equipment on the rooftop of the Building all as designated by Licensor
      and in accordance with the terms of Exhibit 2 hereof.

    


    The
      License is granted to Licensee only in accordance with the Basic License Terms
      listed below, the annexed General Terms and Conditions of The Hub @ 32 Sixth
      Telecommunications Space License and the Schedules and Exhibits attached hereto
      and incorporated in this Agreement (all of which shall constitute this
“Agreement”).
      Licensee agrees to pay the “License Fees” and to observe and perform all other
      obligations imposed upon the Licensee under this Agreement.
      

    


    BASIC
      LICENSE TERMS:

    


    
      	1.    Name
              and Address of Licensee (the
              "Licensee"):	 	Microwave
              Satellite Technologies, Inc. 
              259-263
                Goffle Road

              Hawthorne,
                New Jersey 07506

              Attn:
                Frank T. Matarazzo, President

              Phone:
                (973) 304-6080 x123

              Fax:
                (973) 304-6081

              Mobile:
                (201) 310 3313

            
	 	 	
               

            
	      Copies
              of Notices to Licensee to: 	 	Womble
              Carlyle Sandridge & Rice PLLC 
              1401
                Eye Street, N.W.

              Seventh
                Floor

              Washington,
                D.C. 20006

              Attn:
                Howard J. Barr, Esq. 

            


    

      

    
      
        
        

      

      
        1

        
          

        

      

      
        
        

      

    

    The
      Hub @ 32 Sixth Telecommunications
      Space License

     

    2.    Term
      of License (the “License Term”):
      Five (5)
      years

    
      
        
           

          
            	
                  	A.	
                    
                      Commencement
                        Date of License Term (the “Commencement Date”): March
                        1,
                        2006

                    

                  


          

        

      

    

    (or,
      if
      not available on such date, on the date five (5) days after Licensor’s notice of
      availability)

     

    
      	
            	B.	
              Expiration
                Date of the License Term: (the “Expiration Date”):
                February
                28, 2011

            


    

    (or,
      if
      the Commencement Date is later than March
      1,
      2006,
      as set
      forth above, then the last day of the calendar month in which the date
      immediately preceding the fifth (5th)
      anniversary of the Commencement Date shall occur)


    


    3.    Designation
      of Co-Location or Cabinet Space [as indicated on Exhibit 1] (the
      "Licensed
      Space"):
      

    One
      sixty-four (64’) foot cage as designated by Licensor

    


    The
      term
      "usable
      square feet"
      as
      applied to the Licensed Space means sixty-four (64) usable square
      feet.

    


    4.    License
      Fees
      (the “License
      Fees”)
      to be paid without set off or deduction:

     

    
      	
              a.
                Annual Fee:

            	 	$19,968.00
              per annum payable in monthly installments of $1,664.00
	 	 	 
	
              b.
                Initial Set Up Fee:

            	 	$7,600.00
              paid on execution of this Agreement
	 	 	 
	
              c.
                Panel
                Fees: 

            	 	to
              be determined by separate Service Order executed by Licensor and Licensee,
              provided however, in addition to other Panel Fees as may be determined
              by
              separate Service Order, Licensee shall pay $50.00 per month for its
              initial so-called “ethernet connection” and $150.00 per month for each
              additional so-called “ethernet connection”
	 	 	 
	
              d.
                Antenna
                Fee:  

            	 	See
              Section B of Exhibit 2


    

       

    Until
      notified otherwise by written instruction from the holder of the mortgage on
      the
      Building, LaSalle Bank, National Association, Trustee for the Commercial
      Mortgage Pass-Through Certificates, Series COMM-2001-J2, or its servicer GMAC
      Commercial Mortgage Corporation, or any successor thereto, all payments of
      License Fees and other charges to be made under this Agreement should be made
      payable to “32 Sixth Avenue Company LLC Deposit Account”; payments
      by check
      should
      be sent to:

     

    “GMAC
      Re:
      32 Sixth Avenue Company LLC Deposit Account”

    Account
      No.: 323345034

    General
      Post Office, PO Box 26763, New York, NY 10087-6763

    


    Payments
      by wire transfer should
      be
      sent to:

     

    JPMorgan
      Chase Bank

    “32
      Sixth
      Avenue Company LLC Deposit Account”

    Account
      No.: 323345034/ ABA No.: 021-000-021

    


    with
      an
      e-mail confirmation sent to the following e-mail address: wireflag@rudin.com

    or
      such
      other e-mail address as Licensor may, from time to time, designate

    


    5.    Security
      Deposit:
      N/A
(the
      “License
      Security Deposit”)
      

     

    6.    Consultant
      (the “Named Consultant”):
      N/A

     

    
      
        
        

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License



    
      
        7.     Attachments: 

      

    

     

    
      	
              Schedule
                A- 

            	 	General
              Terms & Conditions of The Hub @ 32 Telecommunications Space
              License
	
              Exhibit
                1 -

            	 	Licensed
              Space
	
              Exhibit
                2 -

            	 	Terms
              and Conditions for Antenna Installation
	
              Exhibit
                2A -

            	 	Licensee’s
              Antenna Equipment 
	
              Exhibit
                2B-

            	 	
              Technical
                Standards

            


    

     

    
      	
              8.

            	
              Incorporated
                Documents:
                The following items delivered to Licensee are deemed part of this
                Agreement: (i) the Building Rules, (ii) The Hub Rules, and (iii)
                Hub Room
                Features

            


    


    Licensor:
      

    


    Rudin
      Management Company, Inc.,  

    as
      Agent for 32 SIXTH AVENUE COMPANY LLC

     

    By:  

    
      

    

    Name:

    Title:

     

    Licensee:
      

     

    MICROWAVE
      SATELLITE TECHNOLOGIES, INC.


    


    By: 

    
      

    

    Name:

    Title:  

    


    
      
        
        

      

      
        3

        
          

        

      

      
        
        

      

    

    
      The
        Hub @ 32 Sixth Telecommunications
        Space License

    

     

    SCHEDULE
      A

    


    GENERAL
      TERMS AND CONDITIONS OF THE HUB @ 32 SIXTH 

    TELECOMMUNICATIONS
      SPACE LICENSE

    


    1. No
      Representations/ “As Is”:
      Licensor
      makes no representation as to the Licensed Space or the Building. Licensee
      has
      fully investigated the Licensed Space and Building and agrees to take the
      Licensed Space "as is" and Licensor shall have no obligation to do any work
      or
      installations to prepare the Licensed Space for Licensee's use, occupancy of
      Licensee’s business therein. 

    


    2. License
      Fees: From
      the
      Commencement Date, Licensee shall pay to Licensor the License Fees in full
      without setoff or deduction paid in lawful money of the United States. The
      Annual Fee shall be paid by Licensee in monthly installments, as set forth
      in
      the Basic License Terms, on the first (1st)
      day of
      each month of the License Term. The Initial Set Up Fee shall be a single
      one-time fee which shall be payable upon the execution of this Agreement. The
      Panel Fees shall be determined by a separate Service Order between Licensee
      and
      Licensor regarding the use of certain Connection Panels; such Service Order
      shall be part of this Agreement; the Panel Fees shall be payable monthly on
      the
      first (1st)
      day of
      each month of the License Term, after the Service Order’s effective date.
      Licensor shall have all of the rights and remedies at law to collect the License
      Fees as rent. 

    


    3. Licensee’s
      Obligations:

    


    A.  
      Licensee
      shall use the Licensed Space solely for installation and operation of the
      permitted telecommunications equipment of Licensee (“Licensee’s
      Equipment”),
      the
      conduct of Licensee’s telecommunications business, and through the Licensee’s
      use of panels (pursuant to a Service Order between Licensor and Licensee),
      to
      connect Licensee’s Equipment to other users of The Hub for Licensee’s
      telecommunications business and for no other purpose. All interconnections
      by
      Licensee to other Hub and Building occupants shall be through the “Meet Point”
area subject to Licensor’s rules and regulations. The installation and operation
      of Licensee’s Equipment shall be subject to Licensor’s consent and comply with
      the terms and conditions of this Agreement. Licensor shall have the right to
      withhold its consent to the installation or replacement of any proposed Licensee
      Equipment which does not comply with such terms and conditions of the Agreement.
      During the License Term, Licensee shall have the limited right to use Building
      Communication Spaces, as specifically designated by Licensor, solely to connect,
      through cables installed by Licensee, Licensee’s Equipment in the Licensed Space
      with a point of entry in the Building basement or antenna site on the roof
      of
      the Building, pursuant to a Service Order by Licensor and Licensee. Licensee
      shall have no right to use any Building Communication Spaces except under an
      executed Service Order. All cables and/or fiber to connect Licensee’s Equipment
      with such basement entrance link or rooftop antenna site shall be installed
      by
      Licensee, at Licensee’s cost, as a “Licensee Installation”. 

    


    B.
        Licensee
      shall take good care of and make repairs to the Licensed Space and Licensee’s
      Equipment and the Building by reason of Licensee's use or occupancy thereof
      or
      the acts or negligence of Licensee or any Person (as defined in Section 18.E.
      hereof) acting on behalf of Licensee. Licensee shall clean the Licensed Space
      and remove any rubbish or garbage therein. All services required by Licensee
      shall only be provided by contractors and/or service providers at Licensee's
      expense, approved by Licensor in advance, not to be unreasonably withheld or
      delayed, if such contractors and service providers have all appropriate
      government licenses. 

     

    
      
        
        

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License

       

      C.  Licensee
        shall not use the Licensed Space or approved Building Communication Spaces
        for
        the operation of Licensee’s Equipment which would interfere with the operation
        and management of the Building or the operation or use of The Hub. Licensee
        shall cease and desist from any such use or interference within twenty-four
        (24)
        hours of Licensor’s notice to Licensee to cease and desist. If License fails to
        so cease and desist, Licensor can take such action as Licensor determines
        including “shutting down” of Licensee’s operations until such offending use or
        activity is corrected. 

    

    


    E. Licensee,
      and all Persons acting on behalf of Licensee, shall comply with and observe
      all
      of the rules and regulations of the Building and The Hub including the Building
      Rules and The Hub Rules delivered to Licensee in connection with this Agreement
      and any modifications of such rules and regulations of which Licensee has
      notice, provided same does not materially adversely affect or materially
      increase Licensee’s rights or obligations under this Agreement. Any
      rules
      and regulations of the Building and The Hub not generally enforced against
      other
      users or occupants of The Hub who are openly and continually violating such
      rules and regulations shall not be enforced against Licensee.

    


    F. Installations
      & Alterations:
      Licensee
      shall not make any changes, additions, improvements, alterations, installations
      or other physical changes to any part of the Licensed Space, the Building,
      the
      permitted Building Communication Spaces or any systems including connections
      in
      the Meet Point (each a “Licensee
      Installation”)
      without Licensor’s prior written consent, and any consent to any Licensee
      Installation shall be made at Licensee’s sole cost and expense in compliance
      with all “Legal Requirements” and performed in a manner under such conditions
      and rules and at such times as Licensor reasonably designates. Licensor’s
      consent to any Licensee Installation shall be construed as Licensor’s consent or
      request, express or implied, by inference or otherwise, to any contractor,
      subcontractor, laborer or materialmen, for the performance of any labor or
      the
      furnishing of any material for any specific installation, or repair by Licensor.
      Any mechanic's or other lien filed against the Building, or the real property
      on
      which it is situated, for work done for, or materials furnished to, Licensee
      or
      any Person acting on behalf of Licensee shall be completely discharged by
      Licensee (by bond or otherwise) at Licensee's sole cost and expense, within
      twenty (20) days after the lien is filed.

    


    4. Legal
      Compliance and Hazardous Materials:
      Licensee
      shall comply with any and all present and future laws, codes, ordinances,
      statutes, requirements, orders and regulations, ordinary and extraordinary,
      foreseen and unforeseen, of any Governmental Authority (hereinafter defined)
      and
      all directions, requirements, orders and notices of violations thereof, which
      may apply to Licensee's use and occupancy of the Licensed Space or the Building,
      or the operation of Licensee’s Equipment (collectively “Legal
      Requirements”).
      The
      term “Governmental
      Authority”
shall
      mean the United States of America, the State of New York, the City of New York,
      any political subdivision thereof and any agency, department, commission, board,
      bureau or instrumentality of any of the foregoing, now existing or hereafter
      created, having jurisdiction over Licensor, Licensee, the operation the Licensed
      Space, this Agreement or the Building, including, without limitation, the FCC
      and the Federal Aviation Agency. Licensee shall not install, place, generate,
      store, install, dispose of or otherwise handle or abate any asbestos containing
      materials or any substance, waste or material which is deemed hazardous, toxic,
      a pollutant or contaminant, under any Legal Requirement (referred to herein
      as
“Hazardous
      Substances”)
      in the
      Licensed Space or in the Building, in any manner not consented to by Licensor
      or
      contrary to any applicable Legal Requirements. Licensee shall, at its cost
      and
      expense, remove, clean-up and remedy any Hazardous Substance in the Licensed
      Space or the Building in accordance with applicable Legal Requirements, if
      such
      Hazardous Substances resulted from the action or inaction of Licensee, or any
      Person acting on behalf of Licensee.

     

    
      
        
        

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License



    5. Services
      by Licensor to Licensee:
      If this
      Agreement is in effect, Licensor shall provide the following services (the
      “Licensor’s
      Services”)
      for
      Licensee’s use of the Licensed Space as a “Hub Room User”:

    


    A. Electricity
      & Back Up Power:
      Licensee
      shall be provided electrical power with a maximum electrical load of 50 watts
      per usable square foot at 120/208 volts 3-phase, 4-wire from a point designated
      by Licensor. Licensee may use the “Backup Power” described in the “Hub Room
      Features”. Licensee shall install all cables and wiring from the Licensed Space
      to the location of such Building power and Backup Power provided by Licensor,
      at
      Licensee’s expense, as a Licensee Installation. Licensor may, at Licensee’s
      expense, make all connections of such cables and wiring for the Building power
      and Backup Power. At no time shall the use of the electrical energy in the
      Licensed Space or by Licensee’s Equipment exceed the above mentioned electrical
      load, and Licensor reserves the right to disconnect either the Licensed Space
      or
      Licensee’s Equipment if this restriction is violated. If the quantity or
      character of electrical service is changed by the service supplier for the
      Building or is not available or suitable for Licensee's requirements, no such
      change, unavailability or unsuitability shall constitute an actual or
      constructive eviction, or entitle Licensee to any abatement or diminution of
      any
      fees or sums due Licensor from Licensee, or relieve Licensee from any of its
      obligations under this Agreement, or impose any liability upon Licensor, or
      its
      agents. 

     

    B. HVAC:
      Licensor
      shall provide cooling to the Co-Location Hub consistent with The Hub Room
      Features listed as “Cooling”. 

     

    C. Grounding:
      Licensee
      may use the Telecommunications Grounding Backbone consistent with The Hub Room
      Features listed as “Grounding”. 

     

    D. Security:
      Licensor
      shall provide security for The Hub consistent with The Hub Room Features listed
      as “Security”. 

     

    E. Elevators:
      Licensor,
      at Licensor's expense, shall furnish necessary passenger elevator facilities
      twenty-four (24) hours per day on Business Days (as defined in Section 18.E.
      hereof) and on Saturdays from 8:00 A.M. to 6:00 P.M. plus a passenger elevator
      subject to call at all other times. Licensee shall be entitled to the
      non-exclusive use of the freight elevator in common with other tenants and
      occupants of the Building from 8:00 A.M. to 6:00 P.M. on Business Days, subject
      to Licensor’s reasonable rules as for such use.

     

    6. Licensor’s
      Repairs & Improvement To Services:
      Licensor
      may stop any of the services to Licensee or systems or facilities in the
      Building by reason of accident or emergency, or for repairs, alterations,
      replacements or improvements. Except in emergencies, Licensor shall endeavor
      (without obligation or liability) to give Licensee advance notice of any such
      stoppage of service which would adversely affect Licensee’s business, and
      Licensor shall use diligent efforts (without use of overtime) to such adverse
      affect. If electric power to Licensee’s Equipment is adversely affected by such
      stoppage, Licensor and Licensee shall reasonably cooperate with each other
      to
      provide alternative electric power sources (including Backup Power) during
      the
      relevant period of stoppage. Any stoppage by Licensor hereunder shall not
      constitute an actual or constructive eviction or entitle Licensee to any
      abatement or diminution of the License Fees or any other sums payable by
      Licensee under this Agreement, or relieve Licensee from any of its obligations
      under this Agreement, or impose any liability upon Licensor or its agents by
      reason of inconvenience or annoyance to Licensee, or to Licensee's
      business.

     

    
      
        
        

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License



    7. No
      Assignment or Sublicensing or Other User / Permitted
      Co-Locators: 

    


    A. No
      Assignment or Sublicensing or Other User:
      Licensee shall not assign its rights under this Agreement to any Person without
      the express prior written consent of Licensor. Licensee shall not permit any
      Person other than Licensee to use the Licensed Space or any portion thereof
      or
      any Building Communication Space allocated to Licensee without the express
      prior
      written consent of Licensor. However, as long as Licensee is not in default
      of
      this Agreement beyond applicable notice and cure periods, Licensee shall have
      the right, without the prior consent of (but upon notice to) Licensor, to permit
      the use or occupancy of all or any part of the Licensed Space by any subsidiary
      or affiliate of Licensee for the use permitted in this License only for such
      period as it shall remain a subsidiary or affiliate. “Subsidiary” and
“affiliate” shall have the meaning generally accepted under Regulation S-X under
      the Securities Act of 1933, as amended. Such use or occupancy shall be subject
      and subordinate to all of the terms of this License but such user or occupant
      shall have no interest in this License or the Licensed Space. As long as
      Licensee is not then in default under this Agreement beyond applicable notice
      and cure periods, Licensor shall not unreasonably withhold or delay its consent
      to an assignment of Licensee's interest in this Agreement to any Person which
      is
      a successor of Licensee, either by merger or consolidation or the purchase
      of
      all or substantially all of the assets, business and goodwill of Licensee named
      herein, provided that (w) said Person shall have a net worth, as determined
      by
      GAAP, upon acceptable statements to Licensor, at least equal to that of Licensee
      named herein as of the date of this License, (x) such successor Person continues
      to operate Licensee's present business in the Licensed Space and assumes the
      obligations of Licensee under this Agreement and (y) such assignment and
      assumption is upon instruments in form and substance acceptable to Licensor.
      If
      Licensor unreasonably denies such consent, Licensee's sole remedy shall be
      to
      have the proposed assignment deemed valid without any additional liability
      on
      Licensor. Licensor may freely transfer and assign, in whole or in part, all
      its
      rights and obligations hereunder and in the Building and The Hub and no further
      liability or obligation shall thereafter accrue against Licensor.

    


    B. Permitted
      Co-Locators:
      Subject
      to Licensor’s prior approval in each instance, the co-location in the Licensed
      Equipment Space of equipment only, by any other telecommunications or internet
      service provider (each such provider as and if approved, a “Permitted
      Co-Locator”)
      who is
      doing business with Licensee pursuant to an agreement with Licensee shall be
      permitted provided that (i) such collocation shall be subject to all of the
      terms, covenants and conditions of this License, including, but not limited
      to,
      Sections 3F, 4 and 5; (ii) Licensee shall provide Licensor with a notice prior
      to any such proposed collocation advising Licensor of the name of any such
      proposed Permitted Co-Locator and the character and nature of the business
      to be
      conducted by the proposed Permitted Co-Locator and the nature of the business
      relationship between the Permitted Co-Locator and Licensee and the expected
      duration of the proposed co-location; and (iii) upon Licensor’s request,
      Licensee shall deliver to Licensor a copy of any executed agreement with the
      Permitted Co-Locator with respect to the co-location in question, with the
      understanding that if such executed agreement is clearly and conspicuously
      marked confidential then Owner shall take reasonable steps to maintain the
      terms
      contained therein confidential. Any use and occupancy of the Licensed Equipment
      Space by any Permitted Co-Locator shall be subject and subordinate to all of
      the
      terms of this License but such user or occupant shall have no interest in this
      License or the Licensed Space. 

     

    
      
        
        

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License

       

    

    8.
        Licensor's
      Entry Rights:
      Licensor
      shall have the right, at all times to (a) enter any portion of The Hub or the
      Building Communication Spaces in connection with Licensor’s operation of the
      Building or (b) enter the Licensed Space in connection with Licensor's operation
      of the Building, provided that if the Licensed Space or the conduct of
      Licensee’s business shall be affected thereby, then, in all non-emergency
      situations, such entry by Licensor shall be made upon reasonable advance notice
      to Licensee (which notice may be given orally) and, in a manner to minimize
      interference with Licensee's use thereof. 

    


    9.
       Expiration
      of License Term and Removal of Licensee's Equipment & Property;
      Holdover

    


    A. On
      the
      Expiration Date or at earlier termination of the License Term in accordance
      with
      the terms of this Agreement or pursuant to law (the “Termination
      Date”),
      Licensee shall, at Licensee’s expense (x) immediately vacate and surrender the
      Licensed Space to Licensor (Time
      Being of the Essence)
      and
      immediately remove all of Licensee's Equipment from the Building and (y) repair
      any damage to the Building or the property of any other Building occupant caused
      thereby. Any
      Licensee’s Equipment not so removed within thirty (30) days after the
      Termination Date may, at Licensor's
      sole
      option, (i) be removed and stored by Licensor at Licensee's
      expense
      or (ii) be deemed abandoned by Licensee and, without compensation to Licensee,
      become the property of Licensor. Licensor, at Licensor’s option upon notice to
      Licensee, may, at no cost to Licensor, require all or any portion of Licensee’s
      cable in the Building Communication Spaces to remain in the Building as of
      the
      Termination Date. Licensee expressly waives, for itself and for any Person
      claiming through or under Licensee, any rights under Section 2201 of the New
      York Civil Practice Law and Rules (or any successor law), with respect to a
      holdover summary proceeding by Licensor to enforce this Section. Any obligations
      of Licensee under this Agreement which accrued prior to the Termination Date
      shall survive. 

    


    B. If
      Licensee, without Licensor's prior written consent, remains in possession of
      any
      portion of the Licensed Space or the Building Communications Spaces after the
      Termination Date, Licensee shall (i) be deemed a licensee at sufferance, and
      (ii) pay to Licensor a daily occupancy fee, payable
      in advance on demand of Licensor, calculated on the basis of two-hundred (200%)
      percent of the License Fees payable during the last year of the License Term,
      and Licensee will be bound by all of the other terms, covenants and conditions
      of this Agreement as the same may apply to a occupancy at sufferance, however,
      such licensee at sufferance and payment of the daily occupancy fee shall not
      (x)
      grant any right or authority to utilize or remain in the Licensed Space or
      the
      Building Communications Spaces after the Termination Date or (y) create a
      month-to-month occupancy. 

    


    10.
      Casualty
      and Condemnation: 

    


    A.
       If
      the
      Licensed Space, The Hub or any other portion of the Building affecting the
      conduct of business by Licensee, shall be damaged by fire or other casualty,
      Licensor shall have no obligation to repair such damage and Licensor may by
      notice terminate this License and the License Term (i) as of the date of such
      fire or casualty, if the Licensed Space was damaged thereby, or (ii) otherwise
      on a date set forth in Licensor's notice, provided that if Licensor gives
      Licensee notice that it intends to repair such damage within ninety (90) days
      of
      such damage or casualty then this Agreement shall remain in full force and
      effect and Licensor shall undertake such repairs with reasonable diligence.
      Licensor shall not, however, be obligated to repair, replace, or rebuild any
      of
      Licensee’s personal property, including but not limited to, Licensee’s
      Equipment. Licensor shall not be liable for any inconvenience or annoyance
      to
      Licensee or injury to Licensee’s business resulting in any way from such damage
      or the repair thereof. If the Licensee shall be unable to use all or
      substantially all of the Licensed Space or Licensee's Equipment by reason of
      a
      fire or casualty (and Licensee does not conduct its business in the Licensed
      Space as a result thereof), then, during such period of inability, the License
      Fee or other sums payable by Licensee shall abate until the earlier of the
      date
      (i) such damage is repaired or (ii) Licensee begins to use the Licensed Space
      or
      the License Term shall end as provided in this Section. If Licensor shall not
      give notice that it intends to repair such damage, then, Licensee shall have
      the
      option, by notice to Licensor within thirty (30) days after the initial ninety
      (90) day period, to terminate this Agreement and the License Term effective
      as
      of the date of such notice. 

     

    
      
        
        

      

      
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      The
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        Space License

       

    

    B. If
      the
      Licensed Space or a substantial part of the Building shall be acquired or
      condemned by any legal authority or for public use or purpose, in which event
      Licensor may send a notice to Licensee terminating this Agreement and the
      License Term as of the date of such taking. If a portion of the Building shall
      be acquired or condemned by any legal authority or for public use or purpose
      which shall adversely affect Licensee’s use of the Licensed Space, the License
      granted hereunder shall terminate upon a notice by Licensee to Licensor
      terminating this Agreement and the License Term as of the date of such taking.
      If this Agreement and the License Term shall terminate as provided in this
      Section 10.B. hereof, then, except for those obligations which survive
      expiration of the License Term, neither party shall have any further obligation
      or liability under this Agreement for any period after such date of termination.
      

    


    11. Indemnity,
      Insurance & Mutual Waiver: 

    


    A. Licensee
      shall indemnify and hold Licensor harmless, together with Licensor’s, members,
      principals, partners, affiliates, officers, directors, employees and agents,
      including Rudin Management Company, Inc., (collectively “Licensor’s
      Indemnitees”)
      from,
      all claims, demand, actions, loss, cost, damage, judgment or expense, including
      legal fees and expenses incurred by Licensor in connection with or arising
      from
      (x) the Licensee's use of the Licensed Space or the operation of Licensee’s
      Equipment, and/or (y) any negligent or improper acts of Licensee or anyone
      acting on behalf of Licensee in the Building and/or (z) any default by Licensee
      of its obligations under this Agreement. The aforesaid obligations of Licensee
      shall survive the expiration, termination, and/or cancellation of this License.
      

    


    B. For
      so
      long as Licensee (or any Person claiming through or under Licensee) shall use
      or
      occupy the Licensed Space or any other portion of the Building (including the
      Meet Point), Licensee shall, at Licensee's cost and expense, obtain and maintain
      commercial general liability insurance (or its equivalent) in form and amounts
      reasonably required by Licensor, naming Licensor, and Licensor's Indemnitees
      as
      additional insureds, with an insurance company licensed to do business in the
      State of New York. Licensee shall furnish to Licensor evidence of such insurance
      in form satisfactory to Licensor, at least ten (10) days prior to the
      Commencement Date and at least thirty (30) days prior to the expiration of
      any
      such policy previously furnished by Licensee. 

    


    C. Licensee
      acknowledges that it has been advised that Licensor's insurance policies do
      not
      cover Licensee's Equipment and Licensee's shall obtain insurance covering
      Licensee’s Equipment and the Licensed Space, which insurance coverage shall
      include coverage for loss of revenue and/or profits resulting from any casualty
      to or loss of Licensee’s Equipment. Licensee shall use its best efforts to
      maintain in Licensee's insurance policies covering Licensee's Equipment,
      so-called "waiver of subrogation" provisions permitting Licensee to waive any
      or
      all right of recovery against any party for loss occasioned by fire or other
      casualty. If Licensee is unable to obtain such provisions, Licensee shall name
      Licensor as an additional insured but not as a loss payee under such policies.
      As long as such “waiver of subrogation” provisions are in force, Licensee waives
      any right of recovery against Licensor, Licensor’s Indemnitees any lessors under
      any ground or underlying lease, the holders of any mortgage, and all other
      tenants or occupants of the Building, for any loss occasioned by fire or other
      casualty. During any period such waiver is in effect, Licensee shall look solely
      to the proceeds of such policies to compensate Licensee for any loss occasioned
      by fire or other casualty.

     

    
      
        
        

      

      
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        Space License

       

    

    D. Licensor
      shall have no obligation to keep the Licensed Space or any portion thereof
      or
      any equipment installed therein guarded, attended or patrolled and Licensor
      will
      have no liability of any kind whatsoever for loss, theft or damage of or to
      any
      property, equipment or materials placed or installed on or in the Licensed
      Space
      by or on behalf of, or at the invitation of, Licensee.

    


    E. If
      available at reasonable commercial rates, Licensor shall maintain in Licensor's
      fire insurance policies covering the Building, so-called “waiver of subrogation
      provisions” for the benefit of Licensee and to the extent such waiver of
      subrogation is obtained, Licensor waives (i) any obligation of Licensee to
      make
      repairs to the License Premises occasioned by a casualty that is an insured
      risk
      under such policies, and (ii) any right of recovery against Licensee for any
      loss which is an insured risk under such policies. While such waiver is in
      effect, Licensor shall look solely to the proceeds of such policies to
      compensate Licensor for any loss occasioned by any casualty which is an insured
      risk under such policies. 

    


    12.
      Default
      & Remedies: 

    


    A.
      Each of
      the following events shall be deemed to be an event of default by Licensee
      under
      this Agreement (a "Licensee
      Event of Default"):

     

    (1) If
      Licensee shall default in the payment of any License Fees or other sum or money
      due Licensor under this Agreement for a period of ten (10) days after Licensee’s
      receipt of Licensor’s written notice of default; or

     

    (2) If
      Licensee shall default in the observance or performance of any of Licensee's
      non-monetary obligations under this Agreement for more than thirty (30) days
      after Licensor’s receipt of Licensor’s written notice of default;
      or

     

    (3) If
      there
      shall be interference with the telecommunications or computer equipment of
      Licensor or any occupant of the Building by reason of Licensee’s acts or
      Licensee's Equipment, which is not cured within forty-eight (48) hours of
      Licensee's receipt of Licensor’s written notice by Licensor; or

     

    (4) If
      Licensee shall fail to remove any Hazardous Substances installed in the Building
      by or on behalf of Licensee within forty-eight (48) hours of written notice
      of
      such condition by Licensor to Licensee; or

     

    (5) Revocation
      of Licensee’s permission to provide regulated or non-regulated
      telecommunications services by any governing entity authorized to regulate
      Licensee's services; or

     

    
      
        
        

      

      
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        Space License



    (6) If
      Licensee shall file a voluntary petition in bankruptcy or insolvency, or such
      proceeding shall be commenced against Licensee or Licensee shall be adjudicated
      a bankrupt or insolvent, or Licensee shall file, or there shall be filed against
      Licensee, any petition or answer seeking any reorganization, arrangement,
      composition, readjustment, liquidation, dissolution or similar relief under
      present or any future federal bankruptcy act or any other present or future
      applicable federal, state or other statute or law, or Licensee shall make an
      assignment for the benefit of creditors, or Licensee shall seek or consent
      to or
      acquiesce in the appointment of any trustee, receiver or liquidator for Licensee
      or of all or any part of Licensee's property; or 

    


    (7) If
      Licensee shall default beyond applicable space periods in the observance or
      performance of any term, covenant or condition on the part of Licensee to be
      observed or performed under any other agreement with Licensor, or affiliate
      of
      Licensor; or 

    


    (8) If
      Licensee's interest in this License shall devolve upon or pass to any Person,
      whether by operation of law or otherwise except as expressly permitted in this
      Agreement.

     

    B. 
      Upon the
      occurrence, of any Licensee Event of Default(s), Licensor, at any time
      thereafter, may give to Licensee a ten (10) days' notice of termination of
      this
      License and, accordingly, this Agreement, and the License Term shall come to
      an
      end and expire upon the expiration of said ten (10) days with the same effect
      as
      if the date of expiration of said ten (10) days were the Expiration Date of
      the
      License Term, but Licensee shall remain liable for damages and all other sums
      payable pursuant to this Agreement or law. Any notice given by Licensor to
      Licensee under this Section 12 shall be deemed a "ten (10) day notice to quit"
      under the provisions of Section 713 of the Real Property Actions and Proceedings
      Law.

    


    C.  If
      this
      Agreement and the License Term shall end, due to a Licensee Event of Default,
      or
      pursuant to law or equity, Licensor may, thereafter, (x) re-enter the Licensed
      Space or any part thereof, and any Building Communication Space used by Licensee
      without notice, either by summary proceedings or other applicable action or
      proceeding, or by force or otherwise (without being liable to indictment,
      prosecution or damages therefor), and may repossess the Licensee Equipment
      Space
      and any Building Communication Spaces used by Licensee (y) dispossess Licensee
      and any other Persons from the Licensed Space and any used Building
      Communication Space and remove from the Licensed Space and any Building
      Communication Space any and all of their property and effects, and (z) Licensor,
      at Licensor's option, may re-license or lease the whole or any part of the
      Licensed Space and Building Communication Space, from time to time, to such
      tenants or licensees for such periods at such rental fees and upon such other
      conditions, (including concessions and free rent periods) as Licensor, in its
      sole discretion, may determine. Licensee waives the service of any notice of
      intention to re-enter or to institute legal proceedings which may otherwise
      be
      required to be given under applicable law. Licensee, on behalf of itself and
      all
      Persons claiming through or under Licensee, including all creditors, waives
      any
      and all rights which Licensee and such Persons might have to redeem, re-enter
      or
      repossess the Licensee Equipment Space and such Building Communication Spaces,
      or to restore the operation of this Agreement, after (i) Licensee shall have
      been dispossessed by a judgment or by warrant of any court, or (ii) any re-entry
      by Licensor, or (iii) any expiration or termination of this Agreement.


     

    
      
        
        

      

      
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      The
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        Space License



    D. If
      this
      Agreement and the License Term shall expire and come to an end by reason of
      a
      Licensee Event of Default or any action or proceeding, or if Licensor shall
      re-enter the Licensed Space as by reason of a Licensee Event of Default, or
      by
      or under any summary proceeding or any other action or proceeding,
      then

     

    (x) Licensee
      shall pay to Licensor all unpaid License Fees and other charges payable under
      this Agreement to the Termination Date or to the date of Licensor’s re-entry;
      and

     

    (y) Licensee
      shall pay to Licensor, on demand, as liquidated and agreed final damages, an
      amount by which the License Fees reserved in this Agreement for the period
      which
      otherwise would have constituted the unexpired portion of the License Term
      exceeds the then fair and reasonable rental value of the Licensed Space for
      the
      same period, both discounted to present worth at the rate of six (6%) percent
      per annum. The amount of rent or fees reserved upon such re-licensing shall
      be
      deemed, prima facie, to be the fair and reasonable value for the part or the
      whole of the Licensed Space so re-licensed during the term of the re-licensing.
      

    


    The
      obligations of Licensee hereunder shall survive the termination of this
      Agreement and the License Term. 

    


    E. This
      section shall not limit or preclude any other rights, remedies or claims,
      including any right to damages, which Licensor may have under law or at equity
      due to Licensee’s default of its obligations. Licensor may remedy, at Licensee’s
      expense, any Licensee default at Licensee’s cost and expense. Also, Licensor
      reserves the right to seek equitable or injunctive relief against Licensee
      with
      respect to any improper act or default by Licensee. 

    


    13.
      Notices:
      Any
      notices or other communications to be given pursuant to this Agreement shall
      be
      effective only if in writing, sent by either (i) registered or certified mail,
      return receipt requested, or (ii) by a nationally recognized courier service
      such as Federal Express or UPS, addressed as follows:

    


    (a)
      To
      Licensor:
      

     

    
      
        	
                at:

              	
                with
                  a copy to:

              
	
                Rudin
                  Management Company, Inc. 

              	
                Goldfarb
                  & Fleece, Esqs.

              
	
                As
                  Agent of Licensor

              	
                345
                  Park Avenue

              
	
                345
                  Park Avenue

              	
                New
                  York, New York 10154-0101

              
	
                New
                  York, New York 10154-0101

              	
                Attn:
                  Bruce S. Leffler, Esq.

              
	
                Attn:
                  John J. Gilbert, III

              	 


      

    

     

    (b)
      To
      Licensee:

    
       

      
        
          	
                  at:   
                    the address of Licensee listed 

                	
                  with
                    a copy to:
                    as indicated under Licensee

                
	
                  in
                    the Basic License Terms

                	
                  in
                    the Basic License Terms

                


        

         

      

    

    Any
      such
      notice or other communication shall be deemed to have been rendered or given
      on
      the date next following the day it was mailed or given to such courier service.
      The above addresses are subject to change on thirty (30) days prior
      notice.

     

    
      
        
        

      

      
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      The
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        Space License



    14. Subordination
      and Licensee Estoppel Certificate: 

    


    A. This
      Agreement and all of Licensee's rights hereunder shall remain, subject and
      subordinate to all ground or underlying leases now or hereafter in effect and
      to
      all mortgages now or hereafter affecting such leases and/or the Building and
      to
      all advances made or hereafter made under such mortgages, and to all renewals,
      modifications, consolidations, correlations, replacements and extensions of,
      and
      substitutions for, such leases and mortgages. 

    


    B. From
      time
      to time, within seven (7) days next following Licensor's request, Licensee
      shall
      deliver to Licensor a written statement executed and acknowledged by Licensee,
      in form reasonably satisfactory to Licensor as to the status of this Agreement
      and Licensee’s and Licensor’s respective obligations thereunder.

    


    15.  Limited
      Liability of Licensor:
      The
      liability of Licensor for any of Licensor's obligations or covenants under
      this
      Agreement or the performance thereof shall be limited to Licensor's interest
      in
      the Building, and Licensee shall not look to any of Licensor's other assets
      for
      enforcement or satisfaction of obligation, nor shall Licensee seek recourse
      for
      such enforcement or satisfaction against any general or limited partner,
      officer, director, member, employee, shareholder or principal of Licensor or
      any
      agent thereof or any Person otherwise associated with Licensor. If Licensor
      is
      determined to be unreasonable as to a requested Licensee consent in violation
      of
      a covenant to be reasonable Licensee’s sole remedy is that Licensor
      shall be deemed to have granted the requested consent or approval and Licensor
      shall not be liable to Licensee for a breach of Licensor's covenant not
      unreasonably to withhold such consent or approval, or otherwise. Notwithstanding
      anything to the contrary in this License Agreement, in any case in which
      Licensor or Licensee is liable in damages to the other by reason of breach
      of
      this License Agreement or otherwise, such damages shall consist solely of direct
      damages and in no event shall either party be obligated or liable to the other
      for consequential damages or special or indirect damages.

    


    16. Licensor's
      Relocation Option:
      Upon
      ninety (90) days prior notice to Licensee, Licensor may, in Licensor’s sole
      discretion and expense, relocate the Licensed Space and Licensee's Equipment,
      to
      another location in The Hub, provided such relocation does not materially
      adversely affect Licensee’s business (referred to herein as "Licensor's
      Relocation Right").
      Such
      relocation processes shall be undertaken in a manner which shall provide for
      the
      continued conduct of Licensee’s business including a reasonably scheduled
      cut-over procedure, if required. Licensor shall not be responsible for damage
      to
      the Licensed Equipment or for theft, misappropriation or loss thereof from
      such
      relocation. If Licensor exercises Licensor's Relocation Right, then, Licensee
      may, upon notice to Licensor, cancel this Agreement within ninety (90) days
      of
      Licensor's relocation notice and, except as otherwise specifically set forth
      herein, Licensor and Licensee shall be relieved of all further obligations
      to
      each other; however, if Licensor cancels such exercise of Licensor’s Relocation
      Right within five (5) days after receipt of Licensee’s cancellation notice, then
      such Licensee cancellation shall be deemed of no effect and this Agreement
      shall
      remain in full force and effect. 

    


    17. License
      Security Deposit:
      Licensee
      delivers a License Security Deposit under the Basic License Terms, then the
      following shall apply: If there is a default by Licensee of its obligations,
      including a failure to pay the License Fees, or any other charges or fees due,
      Licensor may, without exhausting its other rights and remedies against Licensee,
      use or apply all or any part of the License Security Deposit for the payment
      of
      any sum so due, without waiving any other rights or remedies of Licensor with
      respect to such default. After the Termination Date, if Licensee fully complies
      with its obligations, Licensor shall return to Licensee the balance of the
      License Security Deposit. Unless prohibited by law or by the general policies
      of
      lending institutions in New York City, Licensor shall deposit the License
      Security Deposit in an interest-bearing savings account in a Licensor-selected
      bank, and all interest accruing thereon shall become part of the License
      Security Deposit. Licensor shall be entitled to retain the one (1%) percent
      administrative fee permitted by law. Licensee shall not assign or encumber
      any
      part of the License Security Deposit, and no such assignment or encumbrance
      by
      Licensee shall be binding upon Licensor. Recourse to any other form of security
      held by Licensor shall not affect any remedies of Licensor under this License
      or
      available in law or equity. Upon a sale, assignment or transfer by Licensor
      of
      its interest in the Building or this Agreement, Licensor may transfer the
      License Security Deposit to its grantee, assignee or transferee and, in such
      event Licensor shall have no liability to Licensee for the return of the License
      Security Deposit and Licensee shall look solely to the grantee, assignee or
      transferee for such return. 

     

    
      
        
        

      

      
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      The
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        Space License



    18.
      Miscellaneous
      Provisions. 

    


    A.
      Non-Exclusive
      License Only:
      This
      License and the permitted use is on a non-exclusive basis and Licensor may
      grant, renew or extend similar licenses to others in The Hub and in the Building
      and nothing contained in this Agreement shall be deemed to create a so-called
      landlord-tenant relationship.

    


    B.
      Use
      of Name of Building or “The
      Hub @ 32 Sixth”:
      Unless
      Licensor consents prior to any such use, no publicity or advertising by or
      on
      behalf of Licensee shall mention the Building, the name of “The Hub” or the name
“The Hub @ 32 Sixth” or the name of Licensor for any purpose except that the
      address of the Building may be stated in such advertising or publicity as a
      location of Licensee’s Equipment. This Agreement shall not be deemed to mean
      that Licensor endorses or supports the business services of Licensee.


    


    C.
       No
      Implied Waiver/Inability-Force Majeure/ Survival:
      Any
      waiver by either party must be written and shall apply only to the subject
      matter thereof. If, by reason of labor disputes, casualty (or delays in
      adjustment of insurance), accidents, Legal Requirements or any other cause
      beyond Licensor's or Licensee's reasonable control, either, Licensor or Licensee
      is unable to perform, fulfill or is delayed in fulfilling any of their
      respective obligations under this Agreement or any collateral instrument (other
      than the payment of monies), then the performance shall be suspended to the
      extent of and during the duration of such inability; no such inability or delay
      shall (i) constitute an actual or constructive eviction of Licensee or entitle
      Licensee to any abatement or diminution of any of the License Fees or sums
      due
      Licensor hereunder, (ii) relieve Licensor or Licensee, as the case may be,
      from
      any of their respective obligations under this Agreement which are not affected
      by such inability or delay, or impose any liability upon any party, by reason
      of
      inconvenience or annoyance to the other party, or injury to or interruption
      of
      Licensee's business, or otherwise. Any obligation of the parties relating to
      monies owed, as well as those provisions relating to limitations on liability,
      indemnification and causes of action, shall survive the end, expiration,
      cancellation or termination of this Agreement. 

    


    D.
       Entire
      Agreement/Modifications/Counterparts:
      This
      Agreement embodies and constitutes the entire understanding between the parties
      and may not be modified, amended or terminated, and Licensee's obligations
      shall
      not be discharged, except as expressly provided by written instrument executed
      by the parties hereto. All Service Orders between Licensor and Licensee for
      the
      administration of this Agreement shall only be effective if in writing signed
      by
      both Licensor and Licensee. This Agreement may be executed in several
      counterparts, which together shall constitute one and the same
      instrument.

     

    
      
        
        

      

      
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    E.
       Certain
      Definitions/Invalid Term/Construction of Terms:
      The
      following terms shall mean: "Business
      Days"
      as used
      in this Agreement shall exclude Saturdays, Sundays and holidays; " Holidays"
      as used
      in this Agreement shall mean all days observed as legal holidays by either
      the
      New York State Government or the Federal Government of the United States; "
      Person"
      and
      "Persons"
      shall
      be deemed to include natural persons, firms, corporations, limited liability
      companies, partnerships, limited partnerships, associations and any other
      private or public entities, whether any of the foregoing are acting on their
      own
      behalf or in a representative capacity. If any term, covenant or condition
      of
      this Agreement or any application thereof shall be invalid or unenforceable,
      the
      remainder of this Agreement shall not be affected. This Agreement shall be
      construed without regard to any presumption requiring construction against
      the
      party causing this Agreement to be drafted. 

    


    F.
        Brokers:
      Licensor
      and Licensee mutually represent and warrant to the other that they had no
      dealings with any brokers, consultants, individuals or any other entities in
      the
      negotiation and/or consummation of this Agreement other than the “Named
      Consultant” (if any) listed in the Basic License Term. Licensor and Licensee
      shall indemnify and hold the other party harmless from and against any claims,
      costs, expenses (including, without limitation, legal fees) and other
      liabilities incurred by the other party by reason of any claim or action for
      a
      commission or fee or other compensation by any Person or broker other
      than the
      Named
      Consultant in connection with this Agreement with whom the indemnifying party
      may have dealt. The provisions of this Paragraph shall survive the expiration
      or
      earlier termination of the License Term and this Agreement.

    


    G.
        Binding
      Effect/ Successors & Assign/No Recording:
      This
      Agreement shall not be binding or effective until this Agreement is executed
      and
      delivered unconditionally by Licensor and Licensee. This Agreement is binding
      upon and inures to the benefit of the parties hereto and their respective legal
      representatives, successors and assigns. The descriptive heading of the several
      sections of this Agreement are inserted for convenience only and do not
      constitute part of this Agreement. Licensee shall have no right to record this
      Agreement or any memorandum hereof. 

     

    H. Antenna: Licensee
      shall have the right to install up to two (2) antenna(s) (the “Licensee's
      Antenna(s)”)
      provided, however, that such right and such installation shall be subject in
      all
      respects to the terms and conditions set forth on Exhibit
      2
      annexed
      hereto and made a part hereof. Licensee represents and covenants to Licensor
      that any Licensee's Antenna will be used for the reception of signals only
      and
      shall not be used for the transmission of signals under any circumstances.
      Licensee hereby indemnifies and holds Licensor harmless of and from all loss,
      cost, liability and expense (including, without limitation, reasonable attorneys
      fees) arising from or in connection with a breach of the foregoing
      representation and covenant.

    


    END
      OF GENERAL TERMS AND CONDITIONS OF THE HUB TELECOMMUNICATIONS SPACE
      LICENSE

     

    
      
        
        

      

      
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      The
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        Space License

    

    


    EXHIBIT
      1

    


    LICENSED
      SPACE

    


    


    [TO
      BE DESIGNATED BY LICENSOR]

     

    
      
        
        

      

      
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    The
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      Space License


    EXHIBIT
      2

    


    TERMS
      AND CONDITIONS FOR ANTENNA INSTALLATION

    


    A. Installation,
      Maintenance, Operation and Repair of Licensee's Antenna
      Equipment.
      Subject
      to Licensor's consent and Licensee's compliance with the provisions of this
      subdivision A, Licensee may install on the roof of the Building, (the
“Rooftop
      Licensed Site”),
      up
      to two
      (2) antenna(s) (sometimes
      referred to herein collectively as the “Licensee's
      Antenna(s)”,
      and
      together with the hereinafter defined "Licensee's
      Antenna Connecting Equipment",
      sometimes referred to herein, collectively, as "Licensee's
      Antenna Equipment"
      and set
      forth on Exhibit
      2-A
      annexed
      hereto and made a part hereof). In the event that Licensee seeks to install
      such
      Licensee's Antenna Equipment, Licensee shall, at its sole cost and expense,
      prepare and deliver to Licensor detailed plans and specifications of the
      proposed Licensee's Antenna Equipment, its placement on the roof (including
      the
      method of installation and the proposed location of Licensee's cables (referred
      to herein as "Licensee's
      Antenna Connecting Equipment")
      connecting such Antenna to equipment in the Licensed Equipment Space running
      through conduits, pipes or shafts in the Building, the exact location of which
      shall be approved and designated by Licensor. No work shall commence until
      Licensor has approved in writing, such drawings, plans and specifications,
      which
      approval shall not be unreasonably withheld or unduly delayed. All of the
      foregoing installations of Licensee's Antenna Equipment shall be made at
      Licensee's sole cost and expense and in accordance with all the provisions
      of
      this Agreement, including, but not limited to, the provisions of Section 3
      of
      Schedule A. Licensor shall have no responsibility for the maintenance and repair
      of Licensee's Antenna Equipment and Licensee, at Licensee's sole cost and
      expense, shall keep all said installations of Licensee's Antenna Equipment
      in
      good condition and make all necessary repairs and replacements thereto and
      to
      the Building occasioned thereby. Licensee, at Licensee's cost and expense,
      shall
      repair any damage to the Building occasioned by the installation, maintenance,
      relocation or removal of such Licensee's Antenna Equipment. Licensee further
      agrees that the maintenance and operation of Licensee's Antenna Equipment shall
      comply with the provisions of Sections 3 and 4 of Schedule A, including, but
      not
      limited to, all Legal Requirements. In the event Licensee chooses to use a
      contractor for installation, the installation of Licensee's Antenna Equipment
      shall be made on behalf of Licensee by a contractor or contractors designated
      by
      Licensee and approved by Licensor. Licensee further understands and agrees
      that
      the aesthetic characteristics of the Building are of significant commercial
      importance to Licensor and, therefore, Licensee shall ensure that the installed
      appearance of Licensee's Antenna Equipment will be subject to Licensor's prior
      written approval.

    


    B. Antenna
      Fee. In
      consideration of Licensee’s right to install the Licensee’s Antenna(s) pursuant
      to the terms of this License Agreement, from and after the Commencement Date,
      Licensee shall pay to Licensor a fee (referred to herein as the “Antenna
      Fee”)
      at an
      aggregate monthly rate of TWO HUNDRED FIFTY ($250.00) DOLLARS for each antenna
      installed at the Rooftop Licensed Site, payable in equal monthly installments
      in
      advance on the first (1st)
      day of
      each month of the License Term,
      together with the payment of the monthly installments of the Annual Fee and
      Panel Fees,
      without
      prior demand therefor and without any offset, credit or deduction whatsoever.
      

    


    C. End
      of
      Term. Upon
      the
      expiration date or sooner termination of the License Term, or if required by
      any
      Legal Requirements, Licensee, at Licensee's sole cost and expense, shall remove
      such installations and make all repairs to the Building occasioned by such
      removal, reasonable wear and tear excepted. If Licensor elects, however, to
      have
      Licensee's Antenna Connecting Equipment remain in the Licensed Equipment Space
      and the Building, such installations shall remain in the Licensed Equipment
      Space and the Building at no cost and expense to Licensor. Licensee's Antenna
      Equipment shall be subject to such conditions with respect to the installation,
      operation and maintenance thereof as set forth herein.

    


    D. (1) No
      Interference/Shutdown. Licensee
      agrees that Licensee's Antenna Equipment shall be designed, operated, installed
      and maintained in such a manner that it shall not (i) interfere with any other
      then existing telecommunication equipment on or in the Building, or (ii)
      interfere with the use of the roof, or if applicable "set-back", or any other
      part of the Building by Licensor or any tenant, telecommunications licensee,
      user or occupant of the Building including the operation of communication or
      computer equipment by such person or (iii) create any danger to the health
      and
      safety of persons or the Building or to the environment. For the purpose hereof,
      such interference shall include (a) any electrical, electromagnetic or radio
      frequency interference, (b) any restrictions or limitation of any space tenants
      in the Building to conduct their business therein or use or occupy their space,
      or (c) the needs of other space tenants in the Building (as opposed to
      telecommunications companies which are not associated with such space tenants
      and install antennas on the Building after the installation of Licensee's
      Antenna Equipment). If, in the judgment of Licensor, any such interference
      or
      danger shall occur or might occur as a result of the operation of Licensee's
      Antenna Equipment, then Licensee shall promptly correct or cure such situation
      at Licensee's sole cost and expense including Licensee's promptly ceasing
      operation and use of Licensee's Antenna Equipment (except for intermittent
      testing on a schedule approved by Licensor) until the interference or emergency
      situation has been corrected to the satisfaction of Licensor. Notwithstanding
      the foregoing, Licensor makes no representation that any such other licensees
      or
      equipment shall not interfere with the operation of Licensee’s Equipment,
      provided, however, that Licensor shall endeavor to include in any license
      agreements entered into with respect to antenna equipment to be installed on
      the
      Building by other licensees after the installation of Licensee's Antenna
      Equipment provisions substantially similar to the foregoing with respect to
      interference with then existing telecommunication equipment on or in the
      Building, provided that Licensor’s failure to so include any such provisions
      shall not vitiate the provisions of this Agreement, including, without
      limitation, the provisions of this Exhibit 2, nor reduce, limit or otherwise
      any
      of Licensee’s obligations hereunder.

     

    
      
        
        

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License



    If
      Licensee shall fail to promptly (i.e. 2 hours) remedy or cure such interference,
      whether by shutting down of Licensee's Antenna Equipment or otherwise, and
      an
      emergency or dangerous situation arises or is exacerbated therefrom, then,
      Licensor may act, at Licensee's cost and expense, to shut down Licensee's
      Antenna Equipment to eliminate such interference and/or correct such emergency
      situation and Licensor shall have no liability to Licensee as a result thereof.
      Any such sums due Licensor from Licensee pursuant to the provisions of this
      Exhibit
      2
      shall be
      deemed added to the License Fees and shall be deemed additional rent, paid
      and
      collectable as part of such License Fees and such obligation of Licensee shall
      survive the termination or cancellation of this License.

    


    In
      the
      event antenna equipment installed on the Building by other rooftop
      communications companies after the installation of Licensee's Antenna Equipment
      causes material and adverse interference to and with the operation of Licensee’s
      Antenna Equipment, and provided Licensee has given Licensor notice of such
      interference and written proof provided by an independent third-party engineer
      that substantiates such interference, Licensor shall use commercially reasonable
      efforts to endeavor to remedy the cause of such alleged interference, provided,
      however, that Licensor’s failure to so remedy such interference shall not
      vitiate the provisions of this Agreement, including, without limitation, the
      provisions of this Exhibit 2, nor reduce, limit or otherwise any of Licensee’s
      obligations hereunder.

    


    (2) (a) Licensor
      reserves the right (referred to herein as "Licensor's
      Antenna Relocation Right"),
      in
      its sole discretion and expense, to relocate the Licensee's Antenna Equipment,
      or any item thereof, to another location on the Building, provided, however,
      that Licensor shall propose a new site for the relocation of Licensee's Antenna
      Equipment, or such particular item thereof, which (i) shall be a location on
      the
      Building, including the masts and/or towers located on the Building and (ii)
      would not materially and adversely affect the operation of the subject
      Licensee's Antenna. 

    


    (b) Notwithstanding
      anything contained herein to the contrary, in the event that Licensor exercises
      such Licensor’s Antenna Relocation Right, Licensee shall
      relocate
      Licensee's Antenna Equipment to such new relocated Licensed Site on or before
      the date set forth in Licensor's notice to Licensee of such relocation provided
      that such date shall not be earlier than sixty (60) days of the date of
      Licensor's notice to Licensee exercising such Licensor’s Antenna Relocation
      Right. 

    


    (c) Subject
      to Licensor’s Antenna Relocation Rights, Licensor shall not permit any antenna
      equipment to be installed on the Building by any Future User (as defined herein)
      which shall physically block the point-to-point transmission or reception of
      signals to or from Licensee’s Antenna Equipment.

     

    (3) No
      Licensor Responsibility. Except
      as
      otherwise set forth herein, Licensor shall have no responsibility with respect
      to any interference with Licensee's Antenna Equipment. Any interference with
      Licensee's Antenna Equipment shall not be deemed to constitute an actual or
      constructive eviction, in whole or in part, or entitle Licensee to any abatement
      or diminution of rent, or relieve Licensee from any of its obligations under
      this License, or impose any liability upon Licensor or its agents by reason
      of
      inconvenience or annoyance to Licensee, or injury to or interruption of
      Licensee's business or otherwise. Notwithstanding any right of election on
      Licensor's part to have Licensee's Connecting Equipment remain in the Licensed
      Equipment Space and the Building as hereinabove set forth, all other Licensee's
      Antenna Equipment shall, for all other purposes of this Lease, be deemed
      personalty.

     

    
      
        
        

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License



    F. Use. Licensee
      (or Licensee's agents, as approved or authorized by Licensor) shall use
      Licensee’s Antenna Equipment for purposes of the transmission and/or reception
      of signals to and/or from Licensee’s Antenna Equipment. Licensee shall have no
      right to use Licensee’s Antenna Equipment for any other purpose. Licensee
      acknowledges and agrees that Licensor may grant similar rights or licenses
      to
      other communication companies or tenants of the Building to place similar
      telecommunications equipment next to Licensee’s Antenna Equipment on or in the
      Building.

    


    G. Electricity. To
      the
      extent Licensee’s Antenna Equipment shall consume additional electrical power
      than that provided pursuant to Paragraph 5A of the General Terms and Conditions
      of the Telecommunications License Agreement, Licensee shall pay to Licensor
      a
      fee commensurate with the cost incurred by Licensor in providing such additional
      electricity. 

    


    H. Access. In
      amplification of Section 11 of Schedule A, but in no way limiting said
      provisions, Licensee shall indemnify and hold harmless any tenants and occupants
      of the Building through whose space Licensee obtains access as hereinabove
      provided from all loss, costs, liability, damage and expense, including, but
      not
      limited to reasonable counsel fees and disbursements, reasonably or resulting
      or
      occurring in any way from such access.

    


    I. Technical
      Standards.
      In
      amplification of Sections 3E and 4 of Schedule A, but in no way limiting said
      provisions, Licensee agrees that its use of the Rooftop Licensed Site and the
      installation, operation and maintenance of its Licensee's Antenna Equipment
      shall at all times, at Licensee's expense, strictly comply with all applicable
      Legal Requirements (as defined in Section 4 of Schedule A), and the orders
      and
      requirements of all Governmental Authorities (as defined in Section 4 of
      Schedule A), including, without limitation, any Governmental Authorities having
      jurisdiction over the operation the Rooftop Licensed Site or Licensee's Antenna
      Equipment, and with such technical standards as may from time to time be
      established by Licensor for the Rooftop Licensed Site, including, without
      limitation, technical standards for the Building relating to frequency
      compatibility, radio interference protection, antenna type and location and
      physical installation (referred to herein as the "Technical
      Standards").
      The
      current Technical Standards for the Building and operation of Licensee's Antenna
      Equipment are attached hereto as Exhibit
      2-B.
      If (i)
      any applicable Legal Requirements or Governmental Authority, or (ii) any new
      technical standards established by Licensor, shall require that Licensee modify
      or revise the then existing installation, operation or maintenance of Licensee's
      Antenna Equipment, then Licensee shall make such modifications or revisions
      at
      Licensee's, sole cost and expense within thirty (30) days
      thereafter.


    


    J. Testing
      Procedures:
      Licensee acknowledges that Licensor has established certain procedures (the
      "Testing Procedures") with respect to the testing of the transmission and
      receiving frequencies of antennas and certain other equipment (the
      "Tested
      Equipment")
      prior
      to their installation on the roof, towers and/or setbacks of the Building with
      the intent of ascertaining whether such Tested Equipment is likely to cause
      interference with respect to any other equipment then installed on the Building.
      Licensor shall maintain the Testing Procedures during the License Term and
      shall
      apply the Testing Procedures for all
      present
      and/or future
      tenants,
      licensees and/or occupants that propose to install Tested Equipment on the
      roof,
      towers and/or setbacks of the Building after the date hereof (collectively,
      "Future
      Users").
      Prior
      to the installation of Licensee's Antenna Equipment, Licensee shall comply
      with
      the Testing Procedures, and Licensee's Antenna Equipment shall be deemed to
      be
      Tested Equipment. In connection with the Testing Procedures, Licensee, at
      Licensee's cost and expense, shall work with Licensor to eliminate (or minimize
      to Licensor's satisfaction) any interference that may arise with respect to
      any
      other antenna equipment then installed on the Building as a result of Licensee's
      intended transmission and receiving frequencies to be used by Licensee's Antenna
      Equipment. Subject to the terms of this Agreement, including, but not limited
      to
      Section D(1) of this Exhibit 2, Licensee acknowledges that Licensor shall be
      the
      ultimate arbiter of interference-related issues with respect to any Tested
      Equipment of any Future Users.

    


    Licensor
      agrees to call Licensee’s representative Frank
      T.
      Matarazzo at 973-304-6080 ext 123
      to
      notify Licensee of Licensor’s intended implementation of the Testing Procedures
      with respect to Future Users, it being understood, however, that (i) Licensor’s
      obligation to so notify Licensee shall be discharged if Licensor either leaves
      a
      voicemail or other message for such representative at such number or is unable
      to reach such representative at such number for any reason and (ii)
      notwithstanding Licensor’s agreement to so notify Licensee of such
      implementation of the Testing Procedures, Licensor shall determine, in its
      sole
      discretion, all aspects of such implementation including, without limitation,
      the timing and scheduling thereof.

    


    
      
        
        

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License

       

    

    EXHIBIT
      2-A

     

    
      (i) LICENSEE’S
        ANTENNA EQUIPMENT

    

    


    [To
      be provided by Licensee and approved by Licensor]

     

    
      
        
        

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License

       

    

    EXHIBIT
      2-B

     

    
      (ii)
        TECHNICAL
        STANDARDS

    

    


    
      	I.	
              General

            


    

    


    All
      users
      shall furnish the following to Owner prior to installation of all
      equipment:

    


    
      	
            	1.	
              Site
                application.

            


    

    
      	
            	2.	
              Copies
                of FCC licenses/construction
                permits.

            


    

    
      	 	
              3.

            	
              Accurate
                block diagrams showing operating frequencies, all system components
                (active or passive) with gains and losses in DB along with power
                levels.

            


    

    
      	
            	4.	
              Copies
                of Manufacturers' equipment
                specifications.

            


    

    


    The
      following will not be permitted at the Licensed Site without the prior written
      consent of Owner in each instance:

    


    
      	
            	1.	
              Any
                equipment without FCC type
                acceptance.

            


    

    
      	
            	2.	
              Add-on
                power amplifiers.

            


    

    
      	
            	3.	
              "Hybrid"
                equipment with different manufacturers' RF
                strips.

            


    

    
      	
            	4.	
              Open
                rack mounted receivers and
                transmitters.

            


    

    
      	
            	5.	
              Equipment
                with crystal oscillator modules which have not been temperature
                compensated.

            


    

    
      	
            	6.	
              Digital/analog
                hybriding in exciters, unless
                type-accepted.

            


    

    
      	
            	7.	
              Equipment
                which does not conform to FCC Rules and
                Regulations.

            


    

    
      	
            	8.	
              Non-continuous
                duty rated transmitters used in continuous duty
                applications.

            


    

    
      	
            	9.	
              Transmitter
                outputs without a harmonic filter and antenna matching
                circuitry.

            


    

    
      	
            	10.	
              Change
                in operating frequency(ies).

            


    

    
      	
            	11.	
              Equipment
                not designed for high-density site
                applications.

            


    

    
      	
            	12.	
              Ferrite
                devices or semiconductors looking directly at an
                antenna.

            


    

    
      	
            	13.	
              Nickel
                plated connectors.

            


    

    
      	
            	14.	
              Cascaded
                receiver multi-couplers/pre-amps.

            


    

    


    
      	II.	
              Radio
                Frequency Interference Protective
                Devices

            


    

    


    In
      general, the following minimum specifications will apply:

    


    30-76
      MHz

     

    Isolators
      - minimum of 60 dB

    TX
      cavity
      - minimum of 20 dB rejection at plus or minus MHz

    


    130-174
      MHz

     

    Dual
      Stage Isolators - minimum of 60 dB

    TX
      cavity
      - minimum of 25 dB rejection at ± 1 MHz

    


    406-512
      MHz

     

    Dual
      Stage Isolators - minimum of 60 dB

    TX
      cavity
      - minimum of 25 dB rejection at ± 1 MHz

    


    806-866
      MHz

     

    Dual
      Stage Isolators - minimum of 60 dB

    TX
      cavity
      - minimum of 20 dB rejection at ± 5 MHz

     

    
      
         

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License



    Frequencies
      Range as determined by Site Manager

    


    It
      should
      be emphasized that the above specifications are minimum requirements. Additional
      protective devices may be required based upon evaluation of the following
      information:

    


    Theoretical
      TX mixes, particularly second and third order

    Antenna
      location and type

    Combiner/multi-coupler
      configurations

    Transmitter
      specifications

    Receiver
      specifications

    Historical
      problems

    Transmitter
      to transmitter isolation

    Transmitter
      to antenna isolation

    Transmitter
      to receiver isolation

    Calculated
      level of IM products

    Transmitter
      output power

    Transmitter
      ERP

    Spectrum
      analyzer measurements

    VSWR
      measurements

    Existing
      cavity selectivity

    Antenna
      to Antenna proximity

    


    
      	III.	
              All
                Antennas and Mounts must be:

            


    

    


    
      	 	
              1.

            	
              Mounted
                only on approved side arms or other specified mount and only one
                per mount
                unless authorized by Owner.

            


    

    
      	
            	2.	
              All
                mounting hardware must be stainless
                steel.

            


    

    
      	 	
              3.

            	
              Tagged
                with weatherproof labels showing manufacturer, model, frequency range
                and
                owner.

            


    

    
      	
            	4.	
              Bonded
                with copper braid to tower or building grounding
                system.

            


    

    
      	 	
              5.

            	
              Connections
                to be taped with stretch vinyl tape (Scotch #33 or equivalent) Scotchkoted
                (including booted pigtails).

            


    

    
      	
            	6.	
              Must
                meet manufacturer's VSWR
                specifications.

            


    

    
      	
            	7.	
              Antennas
                with corroded or oxidized elements must be repaired or
                replaced.

            


    

    
      	 	
              8.

            	
              Must
                be DC grounded type, or have the appropriate lighting protection
                as
                determined by Owner.

            


    

    
      	 	
              9.

            	
              Unless
                otherwise authorized by Owner, all antennas must be enclosed in fiberglass
                radomes.

            


    

    
      	
            	10.	
              Mounting
                pipes must be cut such that they do not extend into the antenna radiating
                element.

            


    

    
      	
            	11.	
              Any
                rusted, corroded or damaged hardware must be
                replaced.

            


    

    


    
      	IV.	
              Tower

            


    

    


    
      	
            	1.	
              No
                welding or drilling of any Tower members will be
                permitted.

            


    

    
      	
            	2.	
              Tower
                work shall be done only by authorized
                contractors.

            


    

     

    
      	V.	
              Cable

            


    

    


    
      	
            	1.	
              All
                antenna lines to be jacketed helix or (equivalent), 1⁄2" or
                greater.

            


    

    
      	
            	2.	
              No
                kinked or cracked cable.

            


    

    
      	
            	3.	
              Any
                cable fasteners exposed to weather must be nylon ultraviolet resistant
                type or stainless steel when installed on
                tower.

            


    

    
      	
            	4.	
              All
                transmit interconnecting cables/jumpers must be solid copper out
                conductor
                (1⁄2" superflex or equivalent), not to exceed 3' in length where
                practical.

            


    

    
      	
            	5.	
              All
                receiver inter-cabling must be 100% double shielded
                coax.

            


    

    
      	
            	6.	
              All
                cable must be run in troughs or cable trays where
                provided.

            


    

    
      	
            	7.	
              All
                unused lines must be tagged at both ends showing termination
                points.

            


    

     

    
      
         

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License

       

    

    
      	
            	8.	
              All
                AC line cords must be 3 conductor with grounding
                plugs.

            


    

    
      	
            	9.	
              Where
                no troughs or cable trays exist, all cable must be secured at not
                less
                than 3' intervals.

            


    

    
      	
            	10.	
              All
                transmission lines must be grounded immediately before making the
                bend
                under the waveguide bridge with grounding kits made specifically
                for this
                purpose.

            


    

    
      	
            	11.	
              All
                transmission lines must be clamped with stainless steel clamps made
                specifically for this purpose (not wraplock) to the waveguide bridge
                for
                the full external run of the line.

            


    

    
      	
            	12.	
              All
                antenna transmission lines shall be grounded at both the antenna
                and
                equipment ends, with the appropriate grounding
                kits.

            


    

    


    
      	VI.	
              Connectors

            


    

    


    
      	
            	1.	
              Must
                have teflon inserts, UHF or N type, including chassis/bulkhead
                connectors.

            


    

    
      	
            	2.	
              Must
                be properly fabricated (soldered if applicable) if field
                installed.

            


    

    
      	
            	3.	
              Must
                be taped and Scotchkoted at least 4" onto jacket if exposed to
                weather.

            


    

    
      	
            	4.	
              Male
                pins must be proper length.

            


    

    
      	
            	5.	
              Female
                contacts may not be spread.

            


    

    
      	
            	6.	
              Connectors
                must be plier tight as opposed to hand
                tight.

            


    

    
      	
            	7.	
              Must
                be silver plated or brass.

            


    

    
      	
            	8.	
              Must
                be electrically and mechanically equivalent to OEM
                connectors.

            


    

    


    
      	VII.	
              Receivers

            


    

    


    
      	
            	1.	
              No
                RF pre-amps permitted in front end unless authorized by
                Owner.

            


    

    
      	
            	2.	
              All
                chassis shields must be in place.

            


    

    
      	
            	3.	
              VHF
                and up must use helical resonator front
                ends.

            


    

    
      	
            	4.	
              Must
                meet manufacturer's specifications, particularly with regard to bandwidth,
                discriminator swing and symmetry and spurious
                responses.

            


    

    
      	
            	5.	
              Crystal
                filters/pre-selectors/cavities must be installed in RX legs where
                appropriate.

            


    

    
      	
            	6.	
              All
                repeater tone squelch circuitry must use "AND"
                logic.

            


    

    


    
      	VIII.	
              Transmitters

            


    

    


    
      	
            	1.	
              Must
                meet original manufacturer's
                specifications.

            


    

    
      	 	
              2.

            	
              All
                chassis shields must be in place.

            


    

    
      	 	
              3.

            	
              Must
                have a visual indication (panel light) of transmitter
                operation.

            


    

    
      	 	
              4.

            	
              Must
                be tagged with Licensee's name, equipment model, serial number and
                operating frequency(ies).

            


    

    
      	 	
              5.

            	
              All
                low level, pre-driver and driver stages in exciter must be
                shielded.

            


    

    
      	 	
              6.

            	
              All
                power amplifiers must be shielded.

            


    

    
      	 	
              7.

            	
              Output
                power may not exceed specific power guidelines for site, unless otherwise
                authorized by Owner.

            


    

    


    
      	IX.	
              Combiners/Multi-couplers

            


    

    


    
      	 	
              1.

            	
              Shall
                at all times meet manufacturer's
                specifications.

            


    

    
      	 	
              2.

            	
              Must
                be tuned using manufacturer approved
                procedures.

            


    

    
      	 	
              3.

            	
              Must
                provide dual stage isolation with a minimum standard of 60 dB transmitter
                to transmitter isolation for all frequency
                bands.

            


    

    


    
      	X.	
              Cabinets

            


    

    


    
      	 	
              1.

            	
              Must
                be bonded together and must be grounded to the Building ground
                system.

            


    

    
      	 	
              2.

            	
              All
                doors must be on or closed.

            


    

    
      	 	
              3.

            	
              All
                unused non-original holes larger than 1" must be covered with copper
                screen or solid metal plates.

            


    

     

    
      
         

      

      
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      The
        Hub @ 32 Sixth Telecommunications
        Space License

       

    

    
      	XI.	
              Installation
                Procedures

            


    

    


    
      	 	
              1.

            	
              Installation
                shall be subject to the provisions of this License Agreement may
                take
                place only after Owner has been notified of the date and time, and
                only
                during normal working hours unless otherwise authorized in a manner
                approved by Owner.

            


    

    
      	 	
              2.

            	
              Licensee's
                Equipment may not be operated until the installation has been approved
                by
                Owner, which approval shall not be unreasonably
                withheld.

            


    

    


    
      	XII.	
              Maintenance/Tuning
                Procedures

            


    

    


    
      	 	
              1.

            	
              All
                external indicator lamps/leads must be
                working.

            


    

    
      	 	
              2.

            	
              Equipment
                parameters must meet manufacturer's
                specifications.

            


    

    
      	 	
              3.

            	
              All
                cover, shield and rack fasteners must be in place and securely
                tightened.

            


    

    
      	 	
              4.

            	
              Local
                speakers must be turned off except during
                service.

            


    

    


    
      	XIII.	
              FCC
                Licensing

            


    

    


    
      	
            	1.	
              All
                FCC licenses must be current.

            


    

    
      	
            	2.	
              Must
                be posted as prescribed by FCC
                rules.

            


    

     

    
      	XIV.	
              Miscellaneous

            


    

    


    
      	
            	1.	
              All
                installations must be maintained in a neat and orderly
                manner.

            


    

    
      	
            	2.	
              Doors
                to equipment and antenna spaces shall be closed and locked at all
                times.

            


    

    
      	 	
              3.

            	
              Access
                to equipment and antennas shall be by authorized personnel only,
                and only
                for purposes of installation, service or
                maintenance.

            


    

    


    
      	XV.	
              Interference
                Diagnosing Procedures

            


    

    


    
      	 	
              1.

            	
              Licensee
                must cooperate in a timely fashion with Owner when called upon to
                investigate a source of interference, whether or not it can be
                conclusively proven that their equipment is
                involved.

            


    

    


    
      
         

      

      
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