New Cingular Wireless PCS LLC 7/31/2018

16.3. In the case of transfer or assignment as security by mortgage or other security instrument in whole or in part to secure indebtedness, such consent shall not be required unless and until the secured party elects to realize upon the collateral. Further, no assignment or transfer of this Agreement shall be deemed to occur based on the public trading of Company's stock; provided,however, any tender offer, merger, or similar transaction resulting in a change of control shall be subject to the provisions of this Agreement. 16.4. Notwithstanding the foregoing, Company may assign its interest in this Agreement, without the City's consent,to any entity which controls, is controlled by, or is under common control with Company, or to any entity resulting from any merger or consolidation with Company, or to any partner or member of Company, or to any partnership in which Company is a general partner, or to any person or entity which acquires fifty-one percent(51%)or more the ownership of Company or fifty-one percent(51%) or more of the assets of Company, or to any entity which obtains a security interest in a substantial portion of Company's assets; provided, that the assignment includes an assumption of all obligations of Company under this Agreement by the assignee; and provided further, that Company shall provide the City with a copy of said written assignment, acceptable to the City, and a copy of the additional insured endorsement and Certificate of Insurance in a and any applicable bonds, all on forms acceptable to the City, within thirty(30)days prior to the effective date of the assignment.Any such assignment shall not serve to release Company from its obligations under this Agreement unless City specifically consented to the assignment in writing. Such assignment shall be contingent on the assignee obtaining a City business license. 16.5. The City's consent to one assignment shall not waive the requirement of obtaining the City's consent to any subsequent assignment. 16.6. Except for a permitted assignment as provided in Sections 16.3 and 16.4,Company shall reimburse the City on demand for any reasonable costs that the City incurs in connection with any proposed assignment, including the costs of investigating the acceptability of the proposed assignee and legal costs incurred in connection with considering any requested consent. 17. Sub-license & Assignment by City 17.1. Should the City sell, lease, license, transfer, or otherwise convey all or any part of the City Poles that is the subject of this Agreement to any transferee other than Company, such transfer shall be subject to this Agreement, unless the City, in its sole discretion chooses to terminate this Agreement, in which case it will provide Company with one hundred twenty(120)days prior written notice. 17.2. The City retains the right to sublicense or enter into any type of agreement for any portion of the City Poles for any reason, including but not limited to,co-locating wireless facilities, if it will not unreasonably interfere with the Company's use of the City Poles. New Cingular Wireless PCS,LLC 14