EX-10.4



 Exhibit 10.4 

EXECUTION VERSION 
  

 
  

SECOND AMENDED AND RESTATED CASH MANAGEMENT AGREEMENT 

Dated as of March 29, 2018 

among 
 AMERICAN TOWER ASSET SUB,
LLC 
 AMERICAN TOWER ASSET SUB II, LLC 

AND ANY OTHER BORROWER OR BORROWERS THAT MAY BECOME A PARTY HERETO 

as Borrowers, 
 U.S. BANK NATIONAL
ASSOCIATION, as Trustee for American Tower Trust I Secured 
 Tower Revenue Securities 

as Lender, 
 MIDLAND LOAN SERVICES,
a DIVISON OF PNC BANK, NATIONAL ASSOCIATION, 
 as Servicer, 

U.S. BANK NATIONAL ASSOCIATION, 

as Agent, 
 and 

SPECTRASITE COMMUNICATIONS, LLC, 

as Manager 
  

 
  







 SECOND AMENDED AND RESTATED CASH MANAGEMENT AGREEMENT 

SECOND AMENDED AND RESTATED CASH MANAGEMENT AGREEMENT (this “Agreement”), dated as of March 29, 2018,
among AMERICAN TOWER ASSET SUB, LLC, AMERICAN TOWER ASSET SUB II, LLC, each a Delaware limited liability company (and together with any Additional Borrower that may become a party hereto by entering into a Loan Agreement Supplement, together with
their successors and permitted assigns the “Borrowers”), U.S. BANK NATIONAL ASSOCIATION (“Agent”), U.S. BANK NATIONAL ASSOCIATION, as Trustee for American Tower Trust I Secured Tower Revenue Securities
(“Lender”), MIDLAND LOAN SERVICES, a Division of PNC Bank, National Association (“Servicer”), and SPECTRASITE COMMUNICATIONS, LLC, a Delaware limited liability company (“Manager”). 

W I T N E S S E 
T H: 
 WHEREAS, pursuant to a certain Second Amended and Restated Loan and Security Agreement,
dated as of the date hereof (together with all extensions, renewals, modifications, substitutions, supplements and amendments thereof, the “Loan Agreement”), between the Borrowers and Lender, Lender has made a loan to the Borrowers
(the “Loan”); and 
 WHEREAS the Loan is secured by, among other things, (i) those certain Mortgages,
Deeds of Trust, Deeds to Secure Debt, Security Agreements and Fixture Filings (the “Deeds of Trust”), and the pledge of the Other Company Collateral set forth in the Loan Agreement (such pledge, together with the Deeds of Trust, and
all extensions, renewals, modifications, substitutions and amendments thereof, collectively, the “Security Instrument”), for the benefit of Lender and covering the tower sites as more particularly described in the Loan Agreement
(collectively, the “Sites”), and (ii) the other Loan Documents (as defined in the Loan Agreement); 

WHEREAS, pursuant to the Security Instrument, the Borrowers have granted to Lender a security interest in all of the
Borrowers’ right, title and interest in, to and under the Receipts (as defined in the Loan Agreement), and has assigned and conveyed to Lender all of the Borrowers’ right, title and interest in, to and under the Receipts (as defined in the
Loan Agreement) due and to become due to the Borrowers or to which the Borrowers are now or may hereafter become entitled, arising out of the Sites or the Other Company Collateral or any part or parts thereof; 

WHEREAS, the Borrowers and Manager have entered into an Amended and Restated Management Agreement with respect to the Sites,
dated as of March 15, 2013, pursuant to which Manager has agreed to manage the Sites; 
 WHEREAS, the Borrowers and
Manager have agreed that all Receipts will be deposited directly into the Deposit Account established by the Borrowers, transferred to the Central Account established hereunder by the Borrowers with Agent and allocated and/or disbursed in accordance
with the terms and conditions hereof; 







 WHEREAS, the Borrowers, the Depositor, as lender, LaSalle Bank National
Association (“LaSalle”), as agent, and the Manager entered into that certain Cash Management Agreement, dated as of May 4, 2007 (the “Initial Agreement”); 

WHEREAS, on March 15, 2017, the Borrowers, the Agent, the Lender, as successor in interest to Bank of America, National
Association, successor by merger to LaSalle, the Servicer and the Manager entered into that certain First Amended and Restated Cash Management Agreement (“First Amended and Restated Agreement’), pursuant to which the Initial
Agreement was amended and restated; and 
 WHEREAS, the Borrowers, the Agent, the Lender, the Servicer and the Manager have
agreed to amend and restate the First Amended and Restated Agreement as set forth herein. 
 NOW, THEREFORE, in
consideration of the representations, warranties and covenants herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 

ARTICLE I 
 DEFINITIONS

 Capitalized terms not otherwise defined herein shall have the meaning set forth in the Loan Agreement. As used
herein, the following terms shall have the following definitions: 
 “Accounts” means, collectively, the
Deposit Account, the Central Account, and the Sub-Accounts. 
 “Advance
Rents Catch-Up Reserve Deposit” means, for any Due Date during the existence of an Advance Rents Deposit Condition, the amount calculated by the Servicer (and indicated in the Servicer monthly
report), if any, by which the amount previously deposited in the Advance Rents Reserve Sub-Account on each Due Date occurring during such Advance Rents Deposit Condition pursuant to Section 3.3(vii)(A)
hereof is less than the amount that would have been on deposit in the Advance Rents Reserve Sub-Account on the first Due Date following the commencement of an Advance Rents Deposit Condition had such Advance
Rents Deposit Condition existed on each of the eleven Due Dates preceding such Due Date. 
 “Advance Rents Deposit
Condition” means a condition that shall exist at such time as the Lender determines that as of the last day of any calendar month (x) the Monthly Tenant Debt Service Coverage Ratio is 2.5x or less (and indicates in the related monthly
report) and/or (y) the Non-Monthly Tenant Revenue Percentage is equal to or greater than 10%, and shall continue to exist until the Lender determines that both the Monthly Tenant Debt Service Coverage
Ratio exceeds 2.5x and the Non-Monthly Tenant Revenue Percentage is less than 10% as of the last day of two consecutive calendar months. During an Advance Rents Deposit Condition, the Borrowers will deposit,
or instruct the Central Account Bank to deposit, into the Advance Rents Reserve Sub-Account, on each Due Date, to the extent of available funds therefor pursuant to this Agreement, the Advance Rents Reserve
Deposit for such Due Date and any Advance Rents Catch-Up Reserve Deposit for such Due Date. 

  
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 “Advance Rents Required Amount” means, for any Due Date on
which no Advance Rents Deposit Condition exists, the amount calculated by the Servicer (and indicated in the Servicer monthly report), if any, by which the amount that would have been on deposit in the Advance Rents Reserve Sub-Account on such Due Date if an Advance Rents Deposit Condition had existed on each of the eleven Due Dates preceding such Due Date exceeds $25,000,000. 

“Advance Rents Required Deposit Amount” means, for any Due Date on which no Advance Rents Deposit Condition
exists, the amount calculated by the Servicer (and indicated in the Servicer monthly report), if any, by which the amount on deposit in the Advance Rents Reserve Sub-Account on such Due Date is less than the
Advance Rents Required Amount for such Due Date. 
 “Advance Rents Reserve Deposit” means, collectively,
for any Due Date, the Annual Advance Rents Reserve Deposit, the Semi-Annual Advance Rents Reserve Deposit, the Quarterly Advance Rents Reserve Deposit, and the Other Advance Rents Reserve Deposit. In no event
shall the amount of the Advance Rents Reserve Deposit be greater than the aggregate amount of advance rents received during the related monthly period. 

“Advance Rents Reserve Sub-Account” as defined in
Section 2.1(c). 
 “Advances” has the meaning set forth in the Trust Agreement.

 “Agent” means U.S. Bank National Association, as agent under this Agreement, together with its
successors and assigns. 
 “Agreement” means this Second Amended and Restated Cash Management Agreement
among Borrowers, Manager, Agent, Servicer and Lender, as amended, supplemented or otherwise modified from time to time. 

“Amortization Period” means any period commencing (i) at such time as the Lender determines that as of
the end of any calendar quarter the Debt Service Coverage Ratio was equal to or fell below the Minimum DSCR for such calendar quarter and will continue to exist until the Lender determines that as of the end of two consecutive calendar quarters the
Debt Service Coverage Ratio exceeds the Minimum DSCR or (ii) if any Component of the Loan is not repaid in full on or prior to the Anticipated Repayment Date for such Component, on such Anticipated Repayment Date, and will continue to exist
until such Component of the Loan is repaid in full; provided however, that the Amortization Period under this clause (ii) will only be applicable with respect to the Component that is not repaid in full on or prior to its
Anticipated Repayment Date. 
 “Annual Advance Rents Reserve Deposit” means, for any Due Date, eleven-twelfths (11/12ths) of the amount of Rent due and paid (as determined by the Manager) pursuant to Leases which require that annual Rent due thereunder be paid in advance; provided, however, if
Rents which are required to be delivered as Annual Advance Rents Reserve Deposits are received late, appropriate adjustments shall be made taking into consideration amounts which, but for such late payment of Rent, would have previously been
distributed from the Advance Rents Reserve Sub-Account had such Rents not been paid late. The Borrowers shall provide Agent and Lender with bills or a statement of amounts due for such annual Rents due in


  
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advance pursuant to such Leases on or before the fifteenth (15th) day prior to the commencement of the calendar month on which such Rent is due, which shall be accompanied by such documents as
may be reasonably required by Lender to establish the amounts required to be deposited into the Advance Rents Reserve Sub-Account. 

“Annual Budget Cap” means $8,185,412 for the 2013 calendar year, which such amount shall be adjusted on the
fifteenth (15th) Business Day of any calendar month (based upon an Officer’s Certificate delivered by the Borrowers) to reflect the additional Operating Expenses for any Additional Sites or Additional Borrower Sites added during the immediately
preceding month. For each calendar year, the Annual Budget Cap shall be increased by (i) the actual amount of any rental increases under the Ground Leases, (ii) the annualized Operating Expenses of the Additional Sites and Additional
Borrower Sites, and (iii) the budgeted increases to all other Operating Expenses (excluding ground rent under Ground Leases). 

“AT&T Site Purchase Options” has the meaning set forth in the Loan Agreement. 

“Available Funds” means, for any Due Date, an amount equal to the funds deposited into the Central Account
during the calendar month preceding such Due Date. 
 “Borrowers” has the meaning assigned to such term in
the introductory paragraph. 
 “Business Day” means any day except Saturdays, Sundays, and any other day
on which the office(s), branche(s) or department of the Agent specified as the Agent’s address in Section 8.8 of this Agreement is closed. 

“Cash Management Fee” means the fee of $500.00 per month payable to the Agent for its services hereunder.

 “Cash Trap Reserve Sub-Account” as defined in
Section 2.1(c). 
 “Collateral” as defined in
Section 5.1. 
 “Deposit Account” as defined in
Section 2.1(a). 
 “Deposit Account Control Agreement” as defined in
Section 2.1(a). 
 “Deposit Bank” as defined in
Section 2.1(a). 
 “Distribution Date” means the fifteenth (15th) day of each
calendar month or, if any such fifteenth (15th) day is not a Business Day, the next succeeding Business Day, beginning in April, 2013. 

“Due Date” has the meaning set forth in the Loan Agreement. 

“Eligible Account” has the meaning set forth in the Trust Agreement. 

“Eligible Institution” has the meaning set forth in the Trust Agreement. 

  
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 “Extraordinary Expenses” means any extraordinary Operating
Expense or Capital Expenditure not set forth in the Operating Budget then in effect for the Sites. 

“Extraordinary Receipts” means any receipts of the Borrowers not included within the definition of Operating
Revenues under the Loan Agreement, including, without limitation, receipts from litigation proceedings and tax certiorari proceedings. 

“Impositions and Insurance Reserve Sub-Account” as defined in
Section 2.1(c)(i). 
 “Lender” means U.S. Bank National Association, as Trustee
for American Tower Trust I Secured Tower Revenue Securities, together with its successors and assigns, in its capacity as Lender, including the Servicer acting on its behalf. 

“Lessee” means any Person that is a tenant or occupant of any portion of the Sites under any Lease now or
hereafter in effect. 
 “Loss Proceeds Reserve Sub-Account” as
defined in Section 2.1(c)(iii). 
 “Manager” means SpectraSite Communications,
LLC, a Delaware limited liability company, together with its successors and permitted assigns. 
 “Management
Fee” has the meaning set forth in the Management Agreement. 
 “Minimum DSCR” has the meaning set
forth in the Loan Agreement. 
 “Monthly Impositions and Insurance Amount” means, for any Due Date, the
aggregate monthly deposit required in respect of Impositions and Insurance Premiums pursuant to Section 6.3 of the Loan Agreement. 

“Monthly Operating Expense Amount” shall mean a dollar amount equal to the amount set forth in the Operating
Budget with respect to Operating Expenses (exclusive of the Management Fee and expenses reserved for in the Impositions and Insurance Reserve Sub Account) for such month. 

“Monthly Tenant Debt Service Coverage Ratio” means, as of the last day of any calendar month, (A) the
excess of (i) the Annualized Run Rate Net Cash Flow for all Sites over (ii) the Non-Monthly Tenant Annualized Run Rate Revenue for all Non-Monthly Tenants
divided by (B) the amount of interest, Servicing Fees and Trustee Fees that the Borrowers will be required to pay over the succeeding twelve (12) months on the principal amount of the Loan (excluding any
Post-ARD Additional Interest, interest on Risk Retention Securities or Value Reduction Accrued Interest), determined without giving effect to any reduction in interest due to any Value Reduction Amount. 

“Non-Monthly Tenant” means a Lessee party to a Lease or Leases that
require rent to be paid in advance on a periodic basis other than monthly. 

  
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 “Non-Monthly Tenant Annualized
Run Rate Revenue” means, as of the last day of any calendar month, for any Non-Monthly Tenant, the net annualized rent payable by such Non-Monthly Tenant under
the Tenant Lease or Tenant Leases to which it is a party. 
 “Non-Monthly
Tenant Revenue Percentage” means, as of the last day of any calendar month, the percentage equivalent of a fraction, the numerator of which is the Non-Monthly Tenant Annualized Run Rate Revenue for
all Non-Monthly Tenants and the denominator of which is the Annualized Run Rate Revenue for all Sites. 

“Operating Budget” means for any period the Borrowers’ budget setting forth the Borrowers’ best
estimate, after due consideration, of all Operating Expenses and any other expenses for the Sites for such period as same may be amended pursuant to Section 5.1(D) of the Loan Agreement (not including Management Fees for so long as Manager is
an Affiliate of the Borrowers). 
 “Other Advance Rents Reserve Deposit” means, for any Due Date, with
respect to any Rent due and paid (as determined by the Manager) pursuant to Leases that require Rent to be paid in advance on a periodic basis other than annually, semi-annually or quarterly, for each such
Rent due, an amount equal to the product of the amount of advance Rent due multiplied by a fraction, the denominator of which is the number of calendar months for which such Rent is to be paid in advance, and the numerator of which is the number of
calendar months for which such Rent is to be paid in advance minus one; provided, however, if Rents which are required to be delivered as Other Advance Rents Reserve Deposits are received late, appropriate adjustments shall be made
taking into consideration amounts which, but for such late payment of Rent, would have previously been distributed from the Advance Rents Reserve Sub-Account had such Rents not been paid late. The Borrowers
shall provide Agent and Lender with bills or a statement of amounts due for such advance Rent due pursuant to such Leases on or before the fifteenth (15th) day prior to the commencement of the applicable calendar month such Rent is due, which shall
be accompanied by such documents as may be reasonably required by Lender to establish the amounts required to be deposited into the Advance Rents Reserve Sub-Account. 

“Permitted Investments” means any one or more of the following obligations or securities acquired at a
purchase price of not greater than par (unless the Borrowers deposit into the applicable Sub-Account cash in the amount by which the purchase price exceeds par), including those issued by any Servicer, the
Trustee under any Securitization or any of their respective Affiliates, payable on demand or having a maturity date not later than the Business Day immediately prior to the date on which the invested sums are required for payment of an obligation
for which the related Sub-Account was created and meeting one of the appropriate standards set forth below: 

(i)      obligations of, or obligations fully guaranteed as to payment of principal and
interest by, the United States or any agency or instrumentality thereof, provided such obligations are backed by the full faith and credit of the United States of America including, without limitation, obligations of: the U.S. Treasury (all direct
or fully guaranteed obligations), the Farmers Home Administration (certificates of beneficial ownership), the General Services Administration (participation certificates), the U.S. Maritime Administration (guaranteed Title XI financing), the Small
Business Administration (guaranteed participation certificates and 

  
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guaranteed pool certificates), the U.S. Department of Housing and Urban Development (local authority bonds) and the Washington Metropolitan Area Transit Authority (guaranteed transit bonds);
provided, however, that the investments described in this clause (i) must (A) have a predetermined fixed dollar amount of principal due at maturity that cannot vary or change, (B) if rated by S&P, not have an
“r” highlighter affixed to their rating, (C) if such investments have a variable rate of interest, have an interest rate tied to a single interest rate index plus a fixed spread (if any) and must move proportionately with that index,
and (D) not be subject to liquidation prior to their maturity; 
 (ii)      Federal
Housing Administration debentures; 

(iii)      obligations of the following United States government sponsored agencies: Federal Home Loan Mortgage Corp. (debt obligations), the Farm Credit System (consolidated systemwide bonds and notes), the
Federal Home Loan Banks (consolidated debt obligations), the Federal National Mortgage Association (debt obligations), , the Financing Corp. (debt obligations), and the Resolution Funding Corp. (debt obligations); provided, however,
that the investments described in this clause (iii) must (A) have a predetermined fixed dollar amount of principal due at maturity that cannot vary or change, (B) if rated by S&P, not have an “r” highlighter affixed to their
rating, (C) if such investments have a variable rate of interest, have an interest rate tied to a single interest rate index plus a fixed spread (if any) and must move proportionately with that index, and (D) not be subject to liquidation
prior to their maturity; 

(iv)      federal funds, unsecured certificates of deposit, time deposits, bankers’ acceptances and repurchase agreements with maturities of not more than 365 days of any bank, the short term
obligations of which at all times are rated in the highest short term rating category by each Rating Agency (or, if not rated by all Rating Agencies, rated by at least one Rating Agency in the highest short term rating category and otherwise
acceptable to each other Rating Agency, as confirmed in writing that such investment would not, in and of itself, result in a downgrade, qualification or withdrawal of the initial or, if higher, then current ratings assigned to any class of
certificates or other securities issued in connection with any Securitization backed in whole or in part by the Loan (collectively the “Securities”); provided, however, that the investments described in this clause
(iv) must (A) have a predetermined fixed dollar amount of principal due at maturity that cannot vary or change, (B) if rated by S&P, not have an “r” highlighter affixed to their rating, (C) if such investments have a
variable rate of interest, have an interest rate tied to a single interest rate index plus a fixed spread (if any) and must move proportionately with that index, and (D) not be subject to liquidation prior to their maturity; 

(v)      fully Federal Deposit Insurance Corporation-insured demand and time deposits in, or
certificates of deposit of, or bankers’ acceptances issued by, any bank or trust company, savings and loan association or savings bank, the short term obligations of which at all times are rated in the highest short term rating category by each
Rating Agency (or, if not rated by all Rating Agencies, rated by at least one Rating Agency in the highest short term rating category and otherwise acceptable to each other Rating Agency, as confirmed in writing that such investment would not, in
and of itself, result in a downgrade, qualification or withdrawal of the initial or, if higher, then current ratings assigned to any class of Securities); provided, however, that the investments described in this clause (v) must
(A) have a predetermined fixed dollar of 

  
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principal due at maturity that cannot vary or change, (B) if rated by S&P, not have a “r” highlighter affixed to their rating, (C) if such investments have a variable rate
of interest, have an interest rate tied to a single interest rate index plus a fixed spread (if any) and must move proportionately with that index, and (D) not be subject to liquidation prior to their maturity; 

(vi)      debt obligations with maturities of not more than 365 days and at all times rated by
each Rating Agency (or, if not rated by all Rating Agencies, rated by at least one Rating Agency and otherwise acceptable to each other Rating Agency, as confirmed in writing that such investments would not, in and of itself, result in a downgrade,
qualification or withdrawal of the initial or, if higher, then current ratings assigned to the Securities) in its highest long-term unsecured debt rating category; provided, however, that the investments described in this clause
(vi) must (A) have a predetermined fixed dollar amount of principal due at maturity that cannot vary or change, (B) if rated by S&P, not have an “r” highlighter affixed to their rating, (C) if such investments have a
variable rate of interest, have an interest rate tied to a single interest rate index plus a fixed spread (if any) and must move proportionately with that index, and (D) not be subject to liquidation prior to their maturity; 

(vii)      commercial paper (including both
non-interest-bearing discount obligations and interest-bearing obligations payable on demand or on a specified date not more than one year after the date of issuance thereof) with maturities of not more than
365 days and that at all times is rated by each Rating Agency (or, if not rated by all Rating Agencies, rated by at least one Rating Agency and otherwise acceptable to each other Rating Agency, as confirmed in writing that such investment would not,
in and of itself, result in a downgrade, qualification or withdrawal of the initial or, if higher, then current ratings assigned to any class of Securities) in its highest short-term unsecured debt rating; provided, however, that the
investments described in this clause (vii) must (A) have a predetermined fixed dollar amount of principal due at maturity that cannot vary or change, (B) if rated by S&P, not have a “r” highlighter affixed to their rating,
(C) if such investments have a variable rate of interest, have an interest rate tied to a single interest rate index plus a fixed spread (if any) and must move proportionately with that index, and (D) not be subject to liquidation prior to
their maturity; 
 (viii)      (any other security, obligation or investment which has been
approved as a Permitted Investment in writing by (a) Lender and (b) each Rating Agency, as evidenced by a written confirmation that the designation of such security, obligation or investment as a Permitted Investment will not, in and of
itself, result in a downgrade, qualification or withdrawal of the initial or, if higher, then current ratings assigned to any class of Securities by such Rating Agency; 

provided, however, that such instrument continues to qualify as a “cash flow investment” pursuant to Code
Section 860G(a)(6) earning a passive return in the nature of interest and no obligation or security shall be a Permitted Investment if (A) such obligation or security evidences a right to receive only interest payments or (B) the
right to receive principal and interest payments on such obligation or security are derived from an underlying investment that provides a yield to maturity in excess of 120% of the yield to maturity at par of such underlying investment; and
provided, further, no obligation or security, other than an obligation or security constituting real estate assets, cash, cash items or Government securities pursuant to Code 

  
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Section 856(c)(4)(A), shall be a Permitted Investment if the value of such obligation or security exceeds ten percent (10%) of the total value of the outstanding securities of any one
issuer. 
 “Quarterly Advance Rents Reserve Deposit” means, for any Due Date, two-thirds (2/3rds) of the amount of Rent due and paid (as determined by the Manager) pursuant to Leases that require that quarterly Rent due thereunder be paid in advance; provided, however, if Rents
which are required to be delivered as Quarterly Advance Rents Reserve Deposits are received late, appropriate adjustments shall be made taking into consideration amounts which, but for such late payment of Rent, would have previously been
distributed from the Advance Rents Reserve Sub-Account had such Rents not been paid late. The Borrowers shall provide Agent and Lender with bills or a statement of amounts due for such quarterly Rent due
pursuant to such Leases on or before the fifteenth (15th) day prior to the commencement of the applicable calendar month such Rent is due, which shall be accompanied by such documents as may be reasonably required by Lender to establish the amounts
required to be deposited into the Advance Rents Reserve Sub-Account. 

“Responsible Officer” means any person who has direct responsibility for the administration of the
transaction or Accounts. 
 “Risk Retention Securities” has the meaning set forth in the Trust Agreement.

 “Semi-Annual Advance Rents Reserve Deposit” means, for any Due
Date, five-sixths (5/6ths) of the amount of Rent due and paid (as determined by the Manager) pursuant to Leases which require that semi-annual Rent due thereunder be
paid in advance; provided, however, if Rents which are required to be delivered as Semi-Annual Advance Rents Reserve Deposits are received late, appropriate adjustments shall be made taking into
consideration amounts which, but for such late payment of Rent, would have previously been distributed from the Advance Rents Reserve Sub-Account had such Rents not been paid late. The Borrowers shall provide
Agent and Lender with bills or a statement of amounts due for such semi-annual Rents due in advance pursuant to such Leases on or before the fifteenth (15th) day prior to the commencement of the calendar month
on which such Rent is due, which shall be accompanied by such documents as may be reasonably required by Lender to establish the amounts required to be deposited into the Advance Rents Reserve Sub-Account.

 “Servicer” means Midland Loan Services, a Division of PNC Bank, National Association, together with its
successors and assigns, in its capacity as Servicer. 

“Sub-Accounts” means, collectively, the Impositions and Insurance
Reserve Sub-Account, the Cash Trap Reserve Sub-Account, the Advance Rents Reserve Sub-Account, the Loss Proceeds Reserve Sub-Account and any other sub-accounts of the Central Account which may hereafter be established by Lender and Borrowers hereunder in accordance with the Loan Agreement. 

“Subclass” has the meaning set forth in the Trust Agreement. 

“Third-Party Receipts” means any sums deposited into a Deposit
Account or the Central Account which represent funds (i) delivered to the Borrowers or Manager on account of any Person other than the Borrowers or Affiliates of the Borrowers, which sums are required to


  
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be paid, or reimbursed, to any such Person by the Borrowers or Manager, and for which the Borrowers have delivered documentation reasonably satisfactory to Lender or Agent establishing the
amounts of such Third-Party Receipts or (ii) deposited in the Deposit Account which are payments in respect of rents owed to Affiliates of the Borrowers, and for which the Borrowers have delivered
documentation reasonably satisfactory to Lender or Agent establishing the amounts of such Third-Party Receipts. 

“UCC” as defined in Section 5.1(a)(iv). 

“Value Reduction Amount” as defined in the Trust Agreement. 

“Value Reduction Accrued Interest” as defined in Section 3.3(a). 

ARTICLE II 
 THE
ACCOUNTS AND SUB-ACCOUNTS 

Section 2.1      Establishment of Deposit Account, Central Account, Sub-Accounts and Other Accounts. 
 (a)      Deposit
Account. The Borrowers acknowledge and confirm that they have established and will maintain a lock box or lock boxes and a related deposit account or deposit accounts (each of which will be an Eligible Account) into which all Lessees shall have
been or shall be directed to pay all rents and other sums due to the Borrowers under the Leases (collectively, the “Deposit Account”) with a financial institution selected by the Borrowers and reasonably acceptable to Lender,
provided such institution qualifies as an Eligible Institution (collectively, the “Deposit Bank”), pursuant to an agreement or agreements (collectively, the “Deposit Account Control Agreement”) in form and substance
reasonably acceptable to Lender and Borrowers, executed and delivered by the Borrowers and the Deposit Bank. Among other things, the Deposit Account Control Agreement shall provide that the Borrowers shall have no access to or control over the lock
boxes or the Deposit Account (except as otherwise authorized in the applicable Deposit Account Control Agreement), that all deposits into the lock boxes shall be deposited by the Deposit Bank into the Deposit Account as received, and that all
available funds on deposit in the Deposit Account that are identified by the Borrowers (or the Manager on their behalf) as being due to a Borrower shall be deposited by wire transfer (or transfer via the ACH System) within two Business Days of
receipt (i) into the Central Account, unless Lender otherwise directs after the occurrence and during the continuance of an Event of Default, and (ii) in all events in accordance with Lender’s directions, to such account or accounts
as Lender may direct, or to Lender or its designee directly, after the occurrence and during the continuance of any Event of Default, except as otherwise required by Section 2.6 hereof. 

(b)      Central Account. The Borrowers acknowledge and confirm that they have
established and will maintain with Agent an Eligible Account for the purposes specified herein, which shall be entitled “Central Account for the benefit of American Tower Depositor Sub, LLC its successors and assigns, as secured party”
(said account, and any account replacing the same in accordance with this Agreement, the “Central Account”). The Central Account shall be under the sole dominion and control of Lender and/or its designee including any Servicer of
the Loan, 

  
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and the Borrowers shall have no rights to control or direct the investment or payment of funds therein except as may be expressly provided herein. 

Any Reserves that Lender may hold pursuant to the Loan Agreement may be held by Lender in the Central Account (including in a
Sub-Account thereof) or may be held in another account or manner as specified in the Loan Agreement. 

(c)      Sub-Accounts of the Central
Account. As of the Closing Date, the Central Account shall be deemed to contain the following Sub-Accounts (which may be maintained as separate ledger accounts): 

(i)      “Impositions and Insurance Reserve Sub-Account” shall mean the Sub-Account of the Central Account established for the purpose of depositing the sums required to be deposited pursuant to
Section 6.3 of the Loan Agreement for payment of Impositions and Insurance Premiums. 

(ii)      “Cash Trap Reserve
Sub-Account” shall mean the Sub-Account of the Central Account established for the purpose of depositing the sums required to be deposited pursuant to
Section 6.5 of the Loan Agreement. 
 (iii)      “Loss Proceeds Reserve Sub-Account” shall mean the Sub-Account of the Central Account established for the purpose of depositing the proceeds of any business interruption or rent loss insurance maintained under Section 5.4 of the Loan Agreement (any such
insurance, “Business Interruption Insurance”) paid upon the occurrence of any fire or casualty to the Sites in a lump sum (rather than on a monthly basis) and other Loss Proceeds deposited therein pursuant to Section 5.5 of the
Loan Agreement. 
 (iv)      “Advance Rents Reserve Sub-Account” shall mean the Sub-Account of the Central Account established for the purpose of depositing the Advance Rents Reserve deposited pursuant to
Section 6.4 of the Loan Agreement. For the avoidance of doubt, the Advance Rents Reserve Sub-Account excludes one-time fees received in connection with growth
capital expenditures and other related fees and expenses. No amounts shall be required to be deposited into the Advance Rents Reserve Sub-Account on any Due Date unless the monthly report prepared by the
Servicer indicates that (x) an Advance Rents Deposit Condition is continuing on such Due Date or (y) the Advance Rents Required Deposit Amount for such Due Date is greater than zero. 

(v)      “Liquidated Tower Replacement Account” shall mean the Sub-Account of the Central Account established for the purpose of depositing the amounts deposited pursuant to Section 11.4(E) of the Loan Agreement. 

Section 2.2    Deposits into Accounts. The Borrowers and Manager represent, warrant and
covenant that: 
 (a)      Pursuant to the Deposit Account Control Agreement, all available
funds on deposit in the Deposit Account other than Third Party Receipts shall be deposited by the Deposit Bank into the Central Account by wire transfer (or transfer via the ACH System) within two Business Days of receipt. 

  
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 (b)      If, notwithstanding the provisions of
this Section 2.2, the Borrowers or Manager receives any Receipts from any Site (other than Third Party Receipts), or any Extraordinary Receipts, then (i) such amounts shall be deemed to be Collateral and shall be held in trust for the
benefit, and as the property, of Lender and applied pursuant to the terms of this Agreement, (ii) such amounts shall not be commingled with any other funds or property of the Borrowers or Manager, and (iii) the Borrowers or Manager shall
deposit such amounts in the Deposit Account by the next succeeding Business Day after the Receipts or Extraordinary Receipts are identified, and in no event more than five (5) Business Days of receipt. Provided no Event of Default has occurred
and is then continuing, Extraordinary Receipts shall be held and applied in accordance with Section 3.3 hereof. 

(c)      The Borrowers and Manager shall cause the proceeds of any Business Interruption
Insurance to be deposited directly into the Central Account as same are paid (or, if any such proceeds are received by the Borrowers or Manager, same shall be deposited into the Central Account within five (5) Business Days after receipt
thereof) and such proceeds shall be allocated and disbursed in accordance with Section 3.3 hereof. In the event that the proceeds of any such Business Interruption Insurance is paid in a lump sum, such proceeds shall be deposited directly into
the Loss Proceeds Reserve Sub-Account. Agent shall cause monthly amounts to be transferred from the Loss Proceeds Reserve Sub-Account to the Central Account as directed
by Lender (based upon a ratable allocation of such proceeds over the casualty restoration period as reasonably determined by Lender) on or before the last day of the calendar month prior to each Due Date during the period of restoration of the
Sites, and after transfer of same to the Central Account, such amounts shall be allocated and disbursed in accordance with Section 3.3 hereof. 

Section 2.3      Account Name. The Accounts shall each be in the name of Lender, as
secured party; provided, however, that in the event Lender transfers or assigns the Loan, Agent, at Lender’s request (with respect to the Accounts other than the Deposit Account), and the Deposit Bank (with respect to the Deposit
Account) shall change the name of each Account to the name of the transferee or assignee. In the event Lender retains a Servicer to service the Loan, Agent, at Lender’s request, shall change the name of each Account to the name of Servicer, as
agent for Lender. The parties hereto acknowledge Midland Loan Services as the Servicer as of the date hereof. 

Section 2.4      Eligible Accounts/Characterization of Accounts. Each Account shall
be an Eligible Account. Each Account (other than the Deposit Account, which shall be a non-interest bearing demand deposit account) is and shall be treated as a “securities account” as such term is
defined in Section 8-501(a) of the UCC. Agent hereby agrees that each item of property (whether investment property, financial asset, securities, securities entitlement, instrument, cash or other
property) credited to each Account (other than the Deposit Account) shall be treated as a “financial asset” within the meaning of Section 8-102(a)(9) of the UCC. Agent shall, subject to the
terms of this Agreement, treat Lender as entitled to exercise the rights that comprise any financial asset credited to each Account (other than the Deposit Account). All securities or other property underlying any financial assets credited to each
such Account (other than cash) shall be registered in the name of Agent, endorsed to Agent or in blank or credited to another securities account maintained in the name of Agent and in no case will any financial asset credited to any Account be
registered in the name of the Borrowers, payable to the order of the Borrowers or specially endorsed to the Borrowers. 

  
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 Section 2.5      Permitted
Investments. Sums on deposit in the Accounts shall be invested in Permitted Investments. Except during the existence of any Event of Default, the Borrowers shall have the right to direct Agent to invest sums on deposit in the Accounts in
Permitted Investments; provided, however, in no event shall the Borrowers direct Agent to make a Permitted Investment if the maturity date of that Permitted Investment is later than the date on which the invested sums are required for
payment of an obligation for which the Account was created. After an Event of Default and during the continuance thereof, Lender may direct Agent to invest sums on deposit in the Accounts in Permitted Investments as Lender shall determine in its
sole discretion. The Borrowers hereby irrevocably authorize and direct Agent to apply any income earned from Permitted Investments to the respective Accounts. The amount of actual losses sustained on a liquidation of a Permitted Investment shall be
deposited into the Central Account by the Borrowers no later than one (1) Business Day following such liquidation. The Borrowers shall be responsible for payment of any federal, state or local income or other tax applicable to income earned
from Permitted Investments. The Accounts shall be assigned the federal tax identification numbers of the Borrowers, which numbers are set forth on the signature page hereof. Any interest, dividends or other earnings which may accrue on the Accounts
shall be added to the balance in the applicable Account and allocated and/or disbursed in accordance with the terms hereof. 

Section 2.6      Third-Party
Receipts. Sums deposited in the Deposit Account or on deposit in the Central Account representing Third-Party Receipts shall be released to the Borrowers or the applicable Third Party at the direction of
the Borrowers, or in the case of sums deposited in the Deposit Account, in accordance with the applicable Deposit Account Control Agreement, or, in the case of Third-Party Receipts which are payments in respect of rents owed to Affiliates of the
Borrowers, shall be released to such Affiliate at the direction of the Borrowers or in the case of sums deposited in the Deposit Account, in accordance with the applicable Deposit Account Control Agreement. The Borrowers covenant that all Third-Party Receipts released to the Borrowers shall be paid to the Person or Persons to which such Third-Party Receipts are due not later than ten (10) Business Days
after receipt thereof. 
 ARTICLE III 

DEPOSITS AND APPLICATION OF FUNDS 

Section 3.1      Closing Date Deposits. 

(a)      As of the date hereof, the Impositions and Insurance Reserve Sub-Account has a balance of $6,867,291.55. 
 (b)      As
of the date hereof, the Advance Rents Reserve Sub-Account has a balance of $12,116,949.83. 

(c)      As of the date hereof, the Cash Trap Reserve
Sub-Account has a balance of $0. 

Section 3.2      Additional Deposits. The Borrowers shall make such additional
deposits into the Accounts as may be required by the Loan Agreement. 

  
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 Section 3.3      Application of Funds from
the Central Account. (a) At any time other than after the occurrence and during the continuance of an Event of Default, Agent shall allocate and deposit, as applicable, all Available Funds on deposit in the Central Account (other than Third-Party Receipts which shall be released to, and applied by, the Borrowers pursuant to Section 2.6) on each Due Date in the following amounts and order of priority: 

(i)       first, and in the following order, to the Impositions and
Insurance Reserve Sub Account, the Monthly Impositions and Insurance Amount, and then, if an Advance Rents Reserve Deposit Condition is continuing on such Due Date, to the Advance Rents Reserve Sub-Account,
the Advance Rents Reserve Deposit for such Due Date, 
 (ii)      second, to
the Lender all amounts then due and payable to the Lender under the Loan Agreement (other than principal and interest on the Loan), including any Additional Trust Fund Expenses, 

(iii)      third, to the payment of accrued and unpaid interest due on the
Component of the Loan corresponding to each Subclass of the Securities other than any Risk-Retention Securities (giving effect to any Value Reduction Amount then in effect, but excluding any Post-ARD
Additional Interest and Value Reduction Accrued Interest), sequentially in order of alphabetical designation, and pro rata among any such Components of the same alphabetical designation, based on the aggregate amount of interest (excluding Post-ARD Additional Interest and Value Reduction Accrued Interest) payable on each such Component, 

(iv)      fourth, to the Borrowers, an amount equal to the Monthly Operating
Expense Amount for the next calendar month, 
 (v)       fifth, to the
Manager, the accrued and unpaid Management Fee, 
 (vi)      sixth, to the
Borrowers, the amount necessary to pay (A) Operating Expenses in excess of the Monthly Operating Expense Amount or Extraordinary Expenses, if any, and (B) if a Cash Trap Condition or Amortization Period is continuing on such Due Date,
amounts necessary to exercise the AT&T Site Purchase Options (if the Manager, on behalf of the Borrowers, intends to exercise such options), in each case with the approval of the Lender, such approval not to be unreasonably withheld, conditioned
or delayed, 
 (vii)      seventh, (A) if an Advance Rents Deposit
Condition is continuing on such Due Date, to the Advance Rents Reserve Sub-Account, the Advance Rents Catch-Up Reserve Deposit for such Due Date, or (B) if no
Advance Rents Deposit Condition is continuing on such Due Date and the Advance Rents Required Deposit Amount for such Due Date is greater than zero, to the Advance Rents Reserve Sub-Account, the Advance Rents
Required Deposit Amount for such Due Date, 
 (viii)      eighth, if a Cash
Trap Condition is continuing on such Due Date and (A) such Due Date is not the Anticipated Repayment Date for any Component of the Loan (other than any Component of the Loan corresponding to Risk Retention Securities), (B) an Amortization
Period is not then in effect (other than an Amortization 

  
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Period pursuant to clause (ii) of the definition thereof with respect to any Component of the Loan corresponding to Risk Retention Securities) and (C) no Event of Default has occurred
and is continuing, any Available Funds remaining in the Central Account after deposits for items (i) through (vii) above have been paid will be deposited into the Cash Trap Reserve Sub-Account, 

(ix)      ninth, if such Due Date is the Anticipated Repayment Date for any
Component of the Loan corresponding to any Subclass of Securities other than Risk Retention Securities and (A) an Amortization Period is not then in effect (other than an Amortization Period pursuant to clause (ii) of the definition
thereof with respect to any Component of the Loan corresponding to Risk Retention Securities), (B) no Event of Default has occurred and is continuing, and (C) if the amount of Available Funds remaining in the Central Account after deposits
for items (i) through (viii) above have been paid is sufficient to pay in full the Component Principal Balance of each such Component of the Loan having an Anticipated Repayment Date on such Due Date, then such remaining Available Funds will be
applied to the payment of the Component Principal Balance of each such Component of the Loan sequentially in order of alphabetical designation of each such Component, and pro rata among any such Components of the same alphabetical
designation, based on the Component Principal Balance of each such Component, in each case in an amount up to the Component Principal Balance of each such Component, 

(x)      tenth, if such Due Date is during the continuation of an Amortization
Period with respect to any Component of a Loan (other than an Amortization Period pursuant to clause (ii) of the definition thereof with respect to any Component of the Loan corresponding to Risk Retention Securities) or an Event of Default,
any Available Funds remaining in the Central Account after deposits for items (i) through (ix) above have been paid any remaining amounts will be applied to the payment of the principal of such Component of the Loan then in an Amortization
Period or all Components of the Loan corresponding to each Subclass of Securities other than Risk Retention Securities in the event of an Event of Default, as applicable, sequentially in order of alphabetical designation of each such Component, and
pro rata among any such Components of the same alphabetical designation, based on the Component Principal Balance of each such Component, in each case, in an amount up to the Component Principal Balance of each such Component, 

(xi)      eleventh, if any Value Reduction Accrued Interest is outstanding, any
Available Funds remaining in the Central Account after deposits for items (i) through (x) above have been paid will be applied to the payment of accrued and unpaid interest on the Components of the Loan corresponding to each Subclass of
Securities other than Risk Retention Securities that was not paid as a consequence of a Value Reduction Amount (“Value Reduction Accrued Interest”), sequentially in order of alphabetical designation of such Components, and pro rata
among such Components of the same alphabetical designation, based on the amount of Value Reduction Accrued Interest due and payable thereon, 

  
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 (xii)      twelfth, any Available
Funds remaining in the Central Account after deposits for items (i) through (xi) above have been paid will be applied to the payment of any Post-ARD Additional Interest accrued and unpaid on the
Components of the Loan corresponding to each Subclass of Securities other than Risk Retention Securities, sequentially in order of alphabetical designation of such Components, and pro rata among such Components of the same alphabetical designation,
based on the amount of Post-ARD Additional Interest due and payable thereon, 

(xiii)      thirteenth, if a Title Defect Cash Flow Event exists with respect to
any Mortgaged Site as of such Due Date, any Available Funds remaining in the Central Account after deposits for items (i) through (xii) above have been paid will be applied to the payment of the principal of all Components of the Loan
corresponding to each Subclass of Securities other than Risk Retention Securities, sequentially in order of alphabetical designation of each such Component, and pro rata among any such Components of the same alphabetical designation, based on the
Component Principal Balance of each such Component, in each case, in an amount up to the lesser of (x) the greater of (A) 125% of the Allocated Loan Amount with respect to such Mortgaged Site and (B) the amount of principal of such
Components the repayment of which is necessary to cause the DSCR to be equal to the DSCR immediately prior to occurrence of such Title Defect Cash Flow Event and (y) the sum of the Component Principal Balances of each such Component, 

(xiv)      fourteenth, to the payment of accrued and unpaid interest due on the
Components of the Loan corresponding to any Risk Retention Securities (giving effect to any Value Reduction Amount then in effect, but excluding any Value Reduction Accrued Interest), sequentially in order of alphabetical designation, and pro rata
among any such Components of the same alphabetical designation, based on the aggregate amount of interest (excluding Post-ARD Additional Interest and Value Reduction Accrued Interest) payable on each such
Component, 
 (xv)      fifteenth, if such Due Date is the Anticipated
Repayment Date for any Component of the Loan corresponding to any Risk Retention Securities and (A) an Amortization Period is not then in effect, (B) no Loan Event of Default has occurred and is continuing, and (C) if the amount of
Available Funds remaining in the Central Account after deposits for items (i) through (xiv) above have been paid is sufficient to pay in full the Component Principal Balance of each such Component of the Loan having an Anticipated Repayment
Date on such Due Date, then such remaining Available Funds will be applied to the payment of the Component Principal Balance of each such Component of the Loans pro rata, based on the Component Principal Balance of each such Component, in each case
in an amount up to the Component Principal Balance of each such Component, 

(xvi)      sixteenth, if such Due Date is during the continuation of an
Amortization Period with respect to any Component of a Loan corresponding to Risk Retention Securities or a Loan Event of Default, any Available Funds remaining in the Central Account after deposits for items (i) through (xv) above have been
paid will be applied to the payment of the principal of such Component of the Loan then in an Amortization 

  
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Period or all Components of the Loan corresponding to Risk Retention Securities in the event of a Loan Event of Default, as applicable, pro rata among such Components based on the Component
Principal Balance of each such Component, in each case, in an amount up to the Component Principal Balance of each such Component, 

(xvii)      seventeenth, if any Value Reduction Accrued Interest with respect to
any Component of the Loan corresponding to Risk Retention Securities is outstanding, any Available Funds remaining in the Central Account after deposits for items (i) through (xvi) above have been paid will be applied to the payment of accrued
and unpaid Value Reduction Accrued Interest on such Components of the Loan pro rata among such Components based on the amount of Value Reduction Accrued Interest due and payable thereon, and 

(xviii)      eighteenth, any remaining Available Funds will be distributed to,
or at the direction of, the Borrowers. 
 (b)      If there are insufficient Available Funds
in the Central Account for the allocations or deposits provided by Sections 3.3(a)(i)-(iii) above on or before the date that is five (5) Business Days prior to the Due Date, Agent shall notify
Borrowers and the Borrowers shall deposit such deficiency into the Central Account on or before such Due Date. Lender shall not be required to utilize the Cash Trap Reserve to cure any deficiencies in any
Sub-Accounts. To the extent sufficient funds are included within the applicable Sub-Accounts (or, if not sufficient, the Borrowers deposit any such deficiency pursuant
to this Section 3.3(b)) the Borrowers shall be deemed to have satisfied the obligations of the Borrowers to make the related deposit under the Loan Agreement. 

(c)      The Borrowers shall use all disbursements made to them under Sections 3.3(a)(iv)
and (vi) solely to pay Operating Expenses in accordance with the Operating Budget and to pay Extraordinary Expenses and Operating Expenses in excess of the Monthly Operating Expense Amount for which Lender has approved disbursements under
Section 3.3(a)(vi) above. 
 (d)      Upon the expiration of a Cash Trap Condition in
accordance with Section 6.5 of the Loan Agreement, any funds remaining in the Cash Trap Reserve Sub-Account shall be returned to the Borrowers provided no Event of Default then exists. 

(e)      Notwithstanding anything herein to the contrary, upon the occurrence and during the
continuance of an Event of Default, all funds other than Third Party Receipts on deposit in the Central Account (including the Sub-Accounts), the Deposit Account, the Collection Account, and any other reserves
or other funds held by or on behalf of the Lender shall be disbursed to or as directed by Lender in its sole discretion (except as required by Section 2.6 hereof), provided, however, that the application of such funds to interest
or principal of the Loan will be made in accordance with the priority provided in items (iii) and (ix) through (xvii) of Section 3.3(a) above. 

(f)      Notwithstanding anything herein to the contrary, during a Cash Trap Condition or an
Amortization Period the Lender may apply Excess Cash Flow or amounts in the 

  
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Cash Trap Reserve to the payment of contingent earn-out obligations of the Borrowers, if any, in the Lender’s sole discretion. 

ARTICLE IV 
 PAYMENT OF
FUNDS FROM SUB-ACCOUNTS 

Section 4.1      Payments from Accounts and
Sub-Accounts. 
 (a)      Impositions
and Insurance Reserve Sub-Account. Lender shall instruct Agent to withdraw amounts on deposit in the Impositions and Insurance Reserve Sub-Account and
distribute such amounts as are required to be distributed pursuant to Section 6.3 of the Loan Agreement. 

(b)      Cash Trap Reserve Sub-Account.
Lender shall instruct Agent to withdraw amounts on deposit from the Cash Trap Reserve Sub-Account and distribute such amounts as are required to be distributed pursuant to the provisions of Section 6.5 of
the Loan Agreement. 
 (c)      Loss Proceeds Reserve Sub-Account. Lender shall instruct Agent to withdraw amounts from the Loss Proceeds Reserve Sub-Account and, subject to the conditions for disbursement or application of Loss
Proceeds to the Obligations under Section 5.5 of the Loan Agreement, disburse such amounts, or apply same to payment of the Obligation, as applicable, in accordance with Section 5.5 of the Loan Agreement. 

(d)      Advance Rents Reserve
Sub-Account. Lender shall instruct Agent to cause amounts deposited into the Advance Rents Reserve Sub-Account to be released to the Central Account on each
Due Date based upon a ratable allocation of such Advance Rents Reserve Deposit over the period for which the Annual Advance Rents Reserve Deposit (i.e., one-eleventh (1/11th) per month over the
succeeding eleven months), the Semi-Annual Advance Rents Reserve Deposit (i.e., one-fifth (1/5th) per month
over the succeeding five (5) months), the Quarterly Advance Rents Reserve Deposit (i.e., one-half (1/2) per month over the succeeding two (2) months) and the Other Advance Rents Reserve
Deposit (for each such Rent, the corresponding amount deposited) have been paid which such amounts shall be allocated and disbursed in accordance with Section 3.3 hereof; provided, however, if Rents which are required to be
delivered as Advance Rents Reserve Deposits are received late, appropriate adjustments shall be made for allocating such Rents over the period for which such deposits are required, taking into consideration amounts which, but for such late payment
of Rent, would have previously been distributed from the Advance Rents Reserve Sub-Account had such Rents not been paid late. 

Section 4.2      Sole Dominion and Control. The Borrowers and Manager acknowledge
and agree that the Accounts are subject to the sole dominion, control and discretion of Lender, its authorized agents or designees, including Agent, subject to the terms hereof. Neither the Borrowers nor Manager shall have any right of withdrawal
with respect to any Account except with the prior written consent of Lender or as expressly authorized in the applicable Deposit Account Control Agreement. Agent shall have the right and agrees to comply with the instructions of Lender with respect
to the Accounts without the further consent of the 

  
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Borrowers or Manager (Lender agreeing that, as between Lender and Borrower, any such instructions shall be in accordance with and pursuant to the terms of the Loan Agreement). Agent shall comply
with all “entitlement orders” (as defined in Section 8-102(a)(8) of the UCC) and instructions originated by Lender without further consent by the Borrowers or any other Person (Lender agreeing
that, as between Lender and Borrower, any such “entitlement orders” shall be in accordance with and pursuant to the terms of the Loan Agreement). 

ARTICLE V 
 PLEDGE OF
ACCOUNTS 
 Section 5.1      Security for Obligations. (a) To secure the
full and punctual payment and performance of all Obligations of the Borrowers under the Loan Agreement, the Notes, the Security Instrument, this Agreement and all other Loan Documents, the Borrowers hereby grant to Lender a first priority continuing
security interest in and to the following property of the Borrowers, whether now owned or existing or hereafter acquired or arising and regardless of where located (all of the same, collectively, the “Collateral”): 

(i)       the Accounts and all cash, checks, drafts, certificates and
instruments, if any, from time to time deposited or held therein (other than Third-Party Receipts), including, without limitation, all deposits or wire transfers made to the Deposit Account, the Central Account, and each of the Sub-Accounts; 
 (ii)      any and all
amounts invested in Permitted Investments; 

(iii)      all interest, dividends, cash, instruments and other property from time to time received, receivable or
otherwise payable in respect of, or in exchange for, any or all of the foregoing; and 
 (iv)      to the extent not covered by
clause (i), (ii) or (iii) above, all “proceeds” (as defined under the Uniform Commercial Code as in effect in the State of New York (the “UCC”)) of any or all of the foregoing. 

(b)      Lender and Agent, as agent for Lender, shall have with respect to the Collateral, in
addition to the rights and remedies herein set forth, all of the rights and remedies available to a secured party under the UCC, as if such rights and remedies were fully set forth herein. 

Section 5.2      Rights on Default. Upon the occurrence and during the continuance
of an Event of Default, Lender shall promptly notify Agent of such Event of Default and, without notice from Agent or Lender, (a) the Borrowers shall have no further right in respect of (including, without limitation, the right to instruct
Lender or Agent to transfer from) the Accounts (other than Third-Party Receipts), (b) Lender may direct Agent to liquidate and transfer any amounts then invested in Permitted Investments to the Accounts or reinvest such amounts in other
Permitted Investments as Lender may reasonably determine is necessary to perfect or protect any security interest granted or purported to be granted hereby or to enable Agent, as agent for Lender, or Lender to exercise and enforce Lender’s
rights and remedies 

  
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hereunder with respect to any Collateral, and (c) Lender may apply any Collateral, and the proceeds of any disposition of the Collateral, or any part thereof, to any Obligations in such
order of priority as Lender may determine in its sole discretion; provided, however, that the application of such funds to interest or principal of the Loan will be made in accordance with the priority provided in items (iii) and
(ix) through (xi) of Section 3.3(a) above. 
 Section 5.3      Financing
Statement; Further Assurances. The Borrowers hereby authorize Lender to file a financing statement or statements in connection with the Collateral in the form required by Lender to properly perfect Lender’s security interest therein to the
extent a security interest in the Collateral may also be perfected by filing. The Borrowers agree that at any time and from time to time, at the expense of the Borrowers, the Borrowers will promptly execute and deliver all further instruments and
documents, and take (or authorize the taking of) all further action, that may be reasonably necessary or desirable, or that Agent or Lender may reasonably request, in order to perfect and protect any security interest granted or purported to be
granted hereby (including, without limitation, any security interest in and to any Permitted Investments) or to enable Agent or Lender to exercise and enforce its rights and remedies hereunder with respect to any Collateral. In the event of any
change in name, identity or structure of the Borrowers, the Borrowers shall notify Lender thereof and hereby authorize Lender to file and record such UCC financing statements (if any) as are reasonably necessary to maintain the priority of
Lender’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. 

Section 5.4      Termination of Agreement. This Agreement shall create a continuing
security interest in the Collateral and shall remain in full force and effect until payment in full of the Obligations. Upon payment and performance in full of the Obligations, this Agreement shall terminate and the Borrowers shall be entitled to
the return, at their expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof, and Agent and/or Lender shall execute such instruments and documents as may be reasonably requested by the
Borrowers to evidence such termination and the release of the lien hereof including, without limitation, authorization to file UCC-3 termination statements. 

Section 5.5      Representations of the Borrowers. (a) This Agreement creates
a valid and continuing security interest (as defined in the applicable UCC) in the Collateral in favor of Lender, which security interest is prior to all other liens, and is enforceable as such as against creditors of and purchasers from the
Borrowers. 
 (b)      The Borrowers own and have good and marketable title to the Collateral
free and clear of any lien, claim or encumbrance of any Person except as created under this Agreement or Permitted Encumbrances. 

(c)      The Borrowers are delivering this Agreement pursuant to which Agent has agreed to
comply with all instructions originated by Lender directing disposition of the funds in the Accounts without further consent by the Borrowers. 

(d)      Other than the security interest granted to Lender pursuant to this Agreement and the
Loan Documents, the Borrowers have not pledged, assigned, sold, granted a security interest in, or otherwise conveyed the Collateral. The Borrowers have received all 

  
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consents and approvals required by the terms of the Collateral to the transfer to Lender of their interest and rights in the Collateral hereunder. 

(e)      The Accounts are not in the name of any person other than the Borrowers, Lender or
Servicer. The Borrowers have not consented to Agent or securities intermediary complying with instructions of any person other than Lender and Servicer. 

(f)      The Borrowers have not authorized the filing of and are not aware of any financing
statements against the Borrowers that include a description of collateral covering the Collateral other than any financing statement relating to the security interest granted to Lender hereunder or under the Loan Agreement or that has been
terminated. The Borrowers are not aware of any judgment or tax lien filings against the Borrowers. 

(g)      The Borrowers have taken all steps necessary to cause the securities intermediary to
identify in its records Lender as the person having a security entitlement against the securities intermediary in the Accounts. 

(h)      All documentation delivered by the Borrowers in respect of Third-Party Receipts is
true, correct, and complete in all material respects. 
 ARTICLE VI 

RIGHTS AND DUTIES OF LENDER AND AGENT 

Section 6.1      Reasonable Care. Beyond the exercise of reasonable care in the
custody thereof or as otherwise expressly provided herein, none of Agent, Lender or Servicer shall have any duty as to any Collateral in its possession or control as agent therefor or bailee thereof or any income thereon or the preservation of
rights against any Person or otherwise with respect thereto. Agent and Lender each shall be deemed to have exercised reasonable care in the custody and preservation of the Collateral in its possession if the Collateral is accorded treatment
substantially equal to that which Agent or Lender accords its own property, it being understood that Agent and/or Lender and/or Servicer shall not be liable or responsible for any loss or damage to any of the Collateral, or for any diminution in
value thereof, by reason of the act or omission of Agent or Lender, its Affiliates, agents, employees or bailees, except to the extent that such loss or damage results from Agent’s or Lender’s gross negligence or willful misconduct,
provided that nothing in this Article VI shall be deemed to relieve Agent from the duties and standard of care which, as a commercial bank, it generally owes to depositors. None of Lender, Agent or Servicer shall have any liability for
any loss resulting from the investment of funds in Permitted Investments in accordance with the terms and conditions of this Agreement. 

Section 6.2      Indemnity. Agent, in its capacity as agent hereunder, shall be
responsible for the performance only of such duties as are specifically set forth herein, and no duty shall be implied from any provision hereof. Agent shall not be under any obligation or duty to perform any act which would involve it in expense or
liability or to institute or defend any suit in respect hereof, or to advance any of its own monies. The Borrowers shall indemnify and hold Agent, Lender and Servicer their respective agents, employees and officers harmless from and against any
realized loss, liability, cost or damage (including, without limitation, reasonable 

  
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attorneys’ fees and disbursements) incurred by Agent, Lender or Servicer, as applicable, in connection with the transactions contemplated hereby, except to the extent that such loss or
damage results from Agent’s, Lender’s or Servicer’s gross negligence or willful misconduct. The foregoing indemnity shall survive the termination of this Agreement and the resignation and removal of Agent. 

Section 6.3      Reliance. Agent and Servicer shall be protected in acting upon any
notice, resolution, request, consent, order, certificate, report, opinion, bond or other paper, document or signature reasonably believed by it to be genuine, and it may be assumed that any person purporting to act on behalf of any Person giving any
of the foregoing in connection with the provisions hereof has been duly authorized to do so. Agent and Servicer may consult with legal counsel, and the advice or opinion of such counsel shall be full and complete authorization and protection in
respect of any action taken or suffered by it hereunder and in good faith in accordance therewith. Agent and Servicer shall not be liable for any act or omission done or omitted to be done by Agent or Servicer, as applicable, in good faith reliance
upon any instruction, direction or certification received by Agent or Servicer, as applicable, and without gross negligence or willful or reckless misconduct. Agent shall be entitled to execute any of the powers hereunder or perform any duties
hereunder either directly or through agents or attorneys; provided, however, that the execution of such powers by any such agents or attorneys shall not diminish, or relieve Agent or Servicer, as applicable, for, responsibility
therefor to the same degree as if Agent or Servicer, as applicable, itself had executed such powers. 

Section 6.4      Resignation of Agent. (a) Agent shall have the right to
resign as Agent hereunder upon thirty (30) days’ prior written notice to the Borrowers, Manager, Lender and Servicer and in the event of such resignation, the Borrowers shall appoint a successor Agent which must be an Eligible Institution.
No such resignation by Agent shall become effective until a successor Agent shall have accepted such appointment and executed an instrument by which it shall have assumed all of the rights and obligations of Agent hereunder. If no such successor
Agent is appointed within thirty (30) days after receipt of the resigning Agent’s notice of resignation, the resigning Agent may petition a court for the appointment of a successor Agent. 

(b)      In connection with any resignation by Agent, (i) the resigning Agent shall,
(A) duly assign, transfer and deliver to the successor Agent this Agreement and all cash and Permitted Investments held by it hereunder, (B) authorize the filing of such financing statements and shall execute such other instruments
prepared by the Borrowers and approved by Lender or prepared by Lender as may be necessary to assign to the successor Agent, as agent for Lender, any security interest in the Collateral existing in favor of the retiring Agent hereunder and to
otherwise give effect to such succession and (C) take such other actions as may be reasonably required by Lender or the successor Agent in connection with the foregoing and (ii) the successor Agent shall establish in Lender’s name, as
secured party, cash collateral accounts, which shall become the Accounts for purposes of this Agreement upon the succession of such Agent, and which Accounts shall also be “securities accounts” within the meaning of the UCC. 

(c)      Lender at its sole discretion shall have the right, upon thirty (30) days notice
to Agent, to substitute Agent with a successor Agent reasonably acceptable to the Borrowers that satisfies the requirements of an Eligible Institution or to have one or more of the Accounts held by another Eligible Institution, provided that
such successor Agent shall perform 

  
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the duties of Agent pursuant to the terms of this Agreement. However, if such substitution occurs less than a year from the date hereof, the Agent is entitled to its yearly administration fee
($6,000) for the balance of the year, minus any fees already paid. 

Section 6.5      Lender Appointed
Attorney-in-Fact. Upon the occurrence and during the continuance of an Event of Default, the Borrowers hereby irrevocably constitute and appoint Lender
as the Borrowers’ true and lawful attorney-in-fact, coupled with an interest and with full power of substitution, to execute, acknowledge and deliver any
instruments and to exercise and enforce every right, power, remedy, option and privilege of the Borrowers with respect to the Collateral, and do in the name, place and stead of the Borrowers, all such acts, things and deeds for and on behalf of and
in the name of the Borrowers, which the Borrowers are required to do hereunder or under the other Loan Documents or which Agent or Lender may deem reasonably necessary or desirable to more fully vest in Lender the rights and remedies provided for
herein and to accomplish the purposes of this Agreement including, without limitation, the filing of any UCC financing statements or continuation statements in appropriate public filing offices on behalf of the Borrowers, in any of the foregoing
cases, upon the Borrowers’ failure to take any of the foregoing actions within fifteen (15) days after notice from Lender. The foregoing powers of attorney are irrevocable and coupled with an interest. 

Section 6.6      Acknowledgment of Lien/Offset Rights. Agent hereby acknowledges
and agrees with respect to the Accounts that (a) the Accounts shall be held by Agent in the name of Lender, (b) all funds held in the Accounts shall be held for the benefit of Lender as secured party, (c) the Borrowers have granted to
Lender a first priority security interest in the Collateral, (d) Agent shall not disburse any funds from the Accounts except as provided herein, and (e) Agent shall invest and reinvest any balance of the Accounts in Permitted Investments
in accordance with Section 2.5 hereof. Agent hereby waives any right of offset, banker’s lien or similar rights against, or any assignment, security interest or other interest in, the Collateral. 

Section 6.7      Reporting Procedures. Agent shall provide the Borrowers, Manager
and Lender with a record of all checks and any other items deposited to the Central Account or processed for collection. Agent shall make available a daily credit advice to the Borrowers and Manager, which credit advice shall specify the amount of
each receipt deposited into each Account on such date. The Agent shall send a monthly report to the Borrowers, Manager and Lender, which monthly report shall specify the credits and charges to the Accounts for the previous calendar month. Agent
shall, at the request of Lender, establish Lender and its designated Servicer as users of Agent’s electronic data transfer system in accordance with Agent’s standard procedures. Upon request of Lender or its designated Servicer,
(i) Agent shall make available to Lender or its designated Servicer, as applicable, either (x) copies of the daily credit advices and any other advices or reports furnished by Agent to the Borrowers and/or Manager hereunder or
(y) information on Account balances, to the extent said balances in the Accounts have changed from the previous report, the aggregate amount of withdrawals from the Accounts and other similar information via the electronic data transfer system
or facsimile transmission on a daily basis, and (ii) Agent shall advise Lender or its designated Servicer, as applicable, of the amount of available funds in the Accounts and shall deliver to Lender or its designated Servicer Lender copies of
all statements and other information concerning the Accounts, to the extent that the balances in the Accounts have changed from the previous report, 

  
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as Lender or its designated Servicer shall reasonably request. In the event Agent shall resign as Agent hereunder, Agent shall provide the Borrowers and Manager with a final written accounting,
including closing statements, with respect to the Accounts within thirty (30) days of resignation. 

Section 6.8      Appointment of Agent. The Lender hereby appoints the Agent as its
agent under this Agreement with the authority to act on behalf of the Lender as set forth herein, and the Agent hereby accepts such appointment. 

ARTICLE VII 
 REMEDIES

 Section 7.1      Remedies. Upon the occurrence and during the continuance
of an Event of Default, Lender or Agent at the direction of Lender, as agent for Lender, may: 

(a)      at the Lender’s sole discretion, without notice to the Borrowers, except as
required by law, and at any time or from time to time, charge, set-off and otherwise apply all or any part of the Collateral against the Obligations or any part thereof, including, without limitation, costs
and expenses set forth in Section 8.4 hereof; provided, however, that the application of such funds to interest or principal of the Loan will be made in accordance with the priority provided in items (iii) and (ix) through
(xi) of Section 3.3(a) hereof; 
 (b)      in its sole discretion, at any time and
from time to time, exercise any and all rights and remedies available to it under this Agreement, and/or as a secured party under the UCC and/or under any other applicable law or in equity; and 

(c)      demand, collect, take possession of, receive, settle, compromise, adjust, sue for,
foreclose or realize upon the Collateral (or any portion thereof) as Lender may determine in its sole discretion. 

Section 7.2      Waiver. Except as set forth in the following sentence, the
Borrowers hereby expressly waive, to the fullest extent permitted by law, presentment, demand, protest or any notice of any kind in connection with this Agreement or the Collateral. The Borrowers acknowledge and agree that ten (10) days’
prior written notice of the time and place of any public sale of the Collateral or any other intended disposition thereof shall be reasonable and sufficient notice to the Borrowers within the meaning of the UCC. 

ARTICLE VIII 

MISCELLANEOUS 

Section 8.1      Transfers and Other Liens. The Borrowers agree that they will not
(i) sell or otherwise dispose of any of the Collateral or (ii) create or permit to exist any Lien upon or with respect to all or any of the Collateral, except for the Lien and Permitted Encumbrances granted under this Agreement or the Loan
Documents. 

  
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 Section 8.2      Lender’s Right to
Perform the Borrowers’ Obligations; No Liability of Lender. If the Borrowers fail to perform any of the covenants or obligations contained herein, and such failure shall continue for a period ten (10) Business Days after the
Borrowers’ receipt of written notice thereof from Lender, Lender may itself perform, or cause performance of, such covenants or obligations, and the reasonable expenses of Lender incurred in connection therewith shall be payable by the
Borrowers to Lender. Notwithstanding Lender’s right to perform certain obligations of the Borrowers, it is acknowledged and agreed that the Borrowers retain control of the Sites and operation thereof and notwithstanding anything contained
herein or Agent’s or Lender’s exercise of any of its rights or remedies hereunder, under the Loan Documents or otherwise at law or in equity, neither Agent nor Lender shall be deemed to be a mortgagee-in-possession nor shall Lender be subject to any liability with respect to the Sites or otherwise based upon any claim of lender liability except as a result of Lender’s gross negligence or
willful misconduct. 
 Section 8.3      No Waiver. The rights and remedies
provided in this Agreement and the other Loan Documents are cumulative and may be exercised independently or concurrently, and are not exclusive of any other right or remedy provided at law or in equity. No failure to exercise or delay by Agent or
Lender in exercising any right or remedy hereunder or under the Loan Documents shall impair or prohibit the exercise of any such rights or remedies in the future or be deemed to constitute a waiver or limitation of any such right or remedy or
acquiescence therein. Every right and remedy granted to Agent and/or Lender hereunder or by law may be exercised by Agent and/or Lender at any time and from time to time, and as often as Agent and/or Lender may deem it expedient. Any and all of
Agent’s and/or Lender’s rights with respect to the lien and security interest granted hereunder shall continue unimpaired, and the Borrowers shall be and remain obligated in accordance with the terms hereof, notwithstanding (a) any
proceeding of the Borrowers under the Federal Bankruptcy Code or any bankruptcy, insolvency or reorganization laws or statutes of any state, (b) the release or substitution of Collateral at any time, or of any rights or interests therein, or
(c) any delay, extension of time, renewal, compromise or other indulgence granted by the Agent and/or Lender in the event of any default, with respect to the Collateral or otherwise hereunder. No delay or extension of time by Agent and/or
Lender in exercising any power of sale, option or other right or remedy hereunder, and no notice or demand which may be given to or made upon the Borrowers by Agent and/or Lender, shall constitute a waiver thereof, or limit, impair or prejudice
Agent’s and/or Lender’s right, without notice or demand, to take any action against the Borrowers or to exercise any other power of sale, option or any other right or remedy. 

Section 8.4      Expenses. The Collateral shall secure, and the Borrowers shall pay
to Agent and Lender in accordance with the time frames set forth in the Loan Agreement, from time to time, all costs and expenses for which the Borrowers are liable under the Loan Agreement and as follows: 

(a)      The Borrowers agree to compensate the Agent for performing the services described
herein. The Borrowers shall be liable to the Agent and Lender for the amount of any exchange, collection, processing, transfer, wire, postage or other out-of-pocket
expenses incurred by the Agent, as reasonably determined by the Agent from time to time; 

  
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 (b)      On the Due Date, the Agent shall debit
the Central Account by the amount of its Cash Management Fee under advice on a monthly basis or shall include its Cash Management Fee in an account analysis statement, in accordance with the particular arrangements between the Agent and the
Borrowers as the Agent and the Borrowers may agree from time to time; and 
 (c)      If
insufficient funds are available to cover the amounts due under this Section 8.4, the Borrowers shall pay such amounts to the Agent and Lender in immediately available funds within five (5) Business Days of demand by Agent, and if such
amounts remain unpaid after that time, then the Lender shall pay such unpaid amounts in immediately available funds within one (1) Business Day of demand by Agent. 

Section 8.5      Entire Agreement. This Agreement constitutes the entire and final
agreement between the parties with respect to the subject matter hereof and may not be changed, terminated or otherwise varied, except by a writing duly executed by the parties. 

Section 8.6      No Waiver. No waiver of any term or condition of this Agreement,
whether by delay, omission or otherwise, shall be effective unless in writing and signed by the party sought to be charged, and then such waiver shall be effective only in the specific instance and for the purpose for which given. 

Section 8.7      Successors and Assigns. This Agreement shall be binding upon and
inure to the benefit of the parties hereto, their respective successors and permitted assigns. 

Section 8.8      Notices. All notices, demands, requests, consents, approvals and
other communications (any of the foregoing, a “Notice”) required, permitted, or desired to be given hereunder shall be in writing and delivered to the parties, or a Responsible Officer at the addresses and in the manner provided in
Section 14.5 of the Loan Agreement. Notices to the Agent, Servicer and Lender shall be addressed as follows: 
 If to
Agent: 
 U.S. Bank National Association 

190 S. LaSalle Street 

MK-IL-SL7M 

Chicago, IL 60603 

Attention: Jose A. Galarza 

With a copy to: 

U.S. Bank National Association 

60 Livingston Avenue 

Mail Code: EP-MN-WS3D 

Saint Paul, MN 55107 

Attn: Structured Finance/ Cash Management 

Facsimile No.: (866) 831-7910 

  
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 If to Servicer: 

Midland Loan Services 

10851 Mastin Street, Building 82, Suite 300 

Overland Park, Kansas 66210 

Attention: President 

If to Lender: 

U.S. Bank National Association 

190 S. LaSalle Street, 7th Floor 

Chicago, IL 60603 

Attention: American Tower Trust I 

If to Manager: 

SpectraSite Communications, LLC 

116 Huntington Avenue 

11th Floor 

Boston, MA 02116 

Attention: Chief Financial Officer 

With a copy to: 

American Tower Corporation 

116 Huntington Avenue 

11th Floor 

Boston, MA 02116 

Attention: Chief Financial Officer 

Section 8.9      Captions. All captions in this Agreement are included herein for
convenience of reference only and shall not constitute part of this Agreement for any other purpose. 

Section 8.10    Governing Law. This Agreement shall be construed in accordance with the
substantive laws of the State of New York applicable to agreements made and to be performed entirely in said State, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws. The parties
hereto intent that the provisions of Section 5-1401 of the New York General Obligations Law shall apply to this Agreement. 

Section 8.11    Counterparts. For the purpose of facilitating the recordation of this
Agreement as herein provided and for other purposes, this Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be deemed to be an original, and such counterparts shall constitute but one and the
same instrument. Delivery of an executed counterpart of a signature page of this Agreement in Portable Document Format (PDF) or by facsimile transmission shall be as effective as delivery of a manually executed original counterpart of this
Agreement. 

  
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 Section 8.12    Exculpation. The provisions of
Article XII of the Loan Agreement are hereby incorporated by reference into this Agreement as to the liability of the Borrowers hereunder to the same extent and with the same force as if fully set forth herein, and shall apply equally to
Manager to the same extent and with the same force as if fully set forth herein. 

Section 8.13    Inconsistencies. To the extent the terms of this Agreement are inconsistent
with the terms of the Loan Agreement, the terms of the Loan Agreement shall prevail. 

Section 8.14    Patriot Act. To help the government fight the funding of terrorism and money
laundering activities, Federal law requires all financial institutions to obtain, verify and record information that identifies each person who opens an account. For a non- individual person such as a business
entity, a charity, a trust or other legal entity Agent will ask for documentation to verify its formation and existence as a legal entity. Agent may also ask to see financial statements, licenses, and identification and authorization documents from
individuals claiming authority to represent the entity or other relevant documentation. 

Section 8.15    Trustee Capacity. It is expressly understood and agreed by the parties hereto
that insofar as this Agreement is executed by U.S. Bank National Association (i) it is executed and delivered, not in its individual capacity but solely as “trustee” under the Trust and Servicing Agreement, in the exercise of the
powers and authority conferred upon and vested in it thereunder, (ii) each of the representations, undertakings and agreements herein made is made and intended not as a personal representation, undertaking or agreement of U.S. Bank National
Association, but is made and intended solely for the purpose of binding the trust fund established pursuant to the Trust and Servicing Agreement, and (iii) under no circumstances shall the Trustee in its individual capacity be personally liable
for the payment of any indebtedness or expenses, or be personally liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken under this Agreement or any related document, or be responsible for the
contents of any related disclosure document, including without limitation any offering memorandum relating to Securities. 
 [REMAINDER OF
PAGE INTENTIONALLY LEFT BLANK] 

  
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 IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of
the day and year first above written. 
  

			
	BORROWERS:
	
	AMERICAN TOWER ASSET SUB, LLC
		
	By:	 	/s/ Mneesha O. Nahata                             
		 	Name: Mneesha O. Nahata
		 	Title: Vice President, Corporate Legal Finance and Risk Management and Assistant Secretary
	
	AMERICAN TOWER ASSET SUB II, LLC
		
	By:	 	/s/ Mneesha O. Nahata                             
		 	Name: Mneesha O. Nahata
		 	Title: Vice President, Corporate Legal Finance and Risk Management and Assistant Secretary
	
	GUARANTOR:
	
	AMERICAN TOWER HOLDING SUB, LLC
		
	By:	 	/s/ Mneesha O. Nahata                             
		 	Name: Mneesha O. Nahata
		 	Title: Vice President, Corporate Legal Finance and Risk Management and Assistant Secretary
	
	PARENT GUARANTOR:
	
	 AMERICAN TOWER GUARANTOR SUB, LLC

		
	By:	 	/s/ Mneesha O. Nahata                             
		 	Name: Mneesha O. Nahata
		 	Title: Vice President, Corporate Legal Finance and Risk Management and Assistant Secretary


 [Signature Page to Second Amended and Restated Cash Management Agreement] 







 
			
	MANAGER:
	
	SPECTRASITE COMMUNICATIONS, LLC
	By: SPECTRASITE, LLC, its sole manager
	By: American Tower Corporation, its sole        manager
		
	By:	 	/s/ Mneesha O. Nahata                             
		 	Name: Mneesha O. Nahata
		 	Title: Vice President, Corporate Legal Finance and Risk Management and Assistant Secretary


 [SIGNATURES CONTINUE ON THE FOLLOWING PAGE] 

[Signature Page to Second Amended and Restated Cash Management Agreement] 







 
			
	LENDER:
	
	 U.S. BANK NATIONAL ASSOCIATION, not in its individual capacity but solely as
Trustee

		
	By:	 	/s/ Christopher J. Nuxoll                         
		 	Name: Christopher J. Nuxoll
		 	 Title: Vice President



 [SIGNATURES CONTINUE ON THE FOLLOWING PAGE] 

[Signature Page to Second Amended and Restated Cash Management Agreement] 







 
			
	SERVICER:
	
	 MIDLAND LOAN SERVICES, a Division of PNC Bank, National Association

		
	By:	 	/s/ David A. Eckels                         
		 	Name: David A. Eckels
		 	Title: Senior Vice President


 [Signature Page to Cash Management Agreement]