RESOLUTION - 29-10 - 5/11/2010 - SPRINTCOM SITE AGREEMENT

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Site Name: Elk Grove WT AMENDMENT NO. 2 TO THE SITE AGREEMENT Site ID M I11,3887 This Amendment No.2 ("Amendment"), effective as of the date last signed below ("Effective Date"), amends a certain Tower Lease Agreement between Nextel West Corp., a Delaware corporation, ("Tenant") and Village of Elk Grove, an Illinois municipal corporation ("Landlord"), dated June 23, 1989 (the "Agreement") and Amendment No. 1 dated September 22, 2009. BACKGROUND Tenant desires to modify the Agreement for the Premises located at 1141 Hawthorne Lane, to allow Tenant the right to sublease, or sublicense (or otherwise transfer or allow the use of) any and all portions of the Premises, plus allowing its affiliates or joint venture partners to use some portion of the Premises for the deployment of advanced wireless services. AGREEMENT In consideration of the mutual promises between the parties and for other good and valuable consideration the receipt and sufficiency of which is acknowledged, Landlord and Tenant agree as follows: 1. Assignment and Subletting. Section 12 of the Agreement is deleted in it entirety and replaced with the following: Tenant will not assign or transfer this Agreement or sublet all or any portion of the Premises without the prior written consent of Landlord, which consent will not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant will have the right, without notice to or consent of Landlord, to sublease (or otherwise transfer or allow the use of) all or any portion of the Premises or assign its rights under this Agreement in whole or in part to any affiliated entity that Tenant or its parent company, Sprint Nextel Corporation, maintains an equity interest in. 3. Tenant's Notice Address. Tenant's notice address in Section 1.15 of the Agreement is hereby deleted in its entirety and replaced with the following: Sprint/Nextel Property Services Mailstop KSMM101-22650 6391 Sprint Parkway Overland Park, Kansas 66251-2650 With a mandatory copy to: Sprint/Nextel Law Department Mailstop KSOPHT0101-22020 6391 Sprint Parkway Overland Park, Kansas 66251-2020 Attn.: Real Estate Attorney" 4. General Terms and Conditions. (a) All capitalized terms used in this Amendment, unless otherwise defined herein, will have the same meaning as the terms contained in the Agreement. (b) In case of any inconsistencies between the terms and conditions contained in the Agreement and the terms and conditions contained in this Amendment, the terms and conditions herein will control. Except as set forth below, all provisions of the Agreement are ratified and remain unchanged and in full force and effect. (c) This Amendment may be executed in duplicate counterparts, each of which will be deemed an original. (d) Each of the parties represent and warrant that they have the right, power, legal capacity and authority to enter into and perform their respective obligations under this Amendment. N