Loading...
HomeMy WebLinkAboutRESOLUTION - 48-00 - 11/14/2000 - GROUND LEASE AGREEMENTRESOLUTION NO. 48-00 A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE A GROUND LEASE AGREEMENT BETWEEN COOK INLET/VOICESTREAM PCS, L.L.C. AND THE VILLAGE OF ELK GROVE VILLAGE (1141 HAWTHORNE LANE) NOW, THEREFORE, BE IT RESOLVED by the Mayor and Board of Trustees of the Village of Elk Grove Village, Counties of Cook and DuPage, State of Illinois as follows: Section 1: That the Mayor be and is hereby authorized to sign the attached documents marked: GROUND LEASE a copy of which is attached hereto and made a part hereof as if fully set forth and the Village Clerk is authorized to attest said documents upon the signature of the Mayor. Section 2: That this Resolution shall be in full force and effect from and after its passage and approval according to law. VOTE: AYES: 6 NAYS: 0 ABSENT: 0 PASSED this 14th day of November , 2000. APPROVED this 14th day of November , 2000. Craig B. Johnson Mayor ATTEST: niiTi1 Village Clerk resgroundleasehawthorne.doc GROUND LEASE AGREEMENT 1: Definitions of Terms Used in this Document: 1.1 Landlord's Contact Person 1.10 Pro Village Manager Landlord is the owner of Village of Elk Grove Village certain real property (the "Land") 901 Wellington with the common address of Elk Grove Village, IL 60007 1141 Hawthorne Lane, Elk Grove Village, (847) 439-3900 Illinois, 60007. The Land is legally $ 22,500 annually described in Exhibit A. 1.2 Landlord Cook Inlet / VoiceStream Operating Village of Elk Grove Village Company, LLC 901 Wellington Ave. c/o VoiceStream PCS BTA I Corporation Elk Grove Village, IL 60007 1.11 Premises Four (4) Five (5) year renewal Landlord hereby leases to and Tenant 1.3 Name and Address for Payment of Rent leases from Landlord, approximately Village of Elk Grove Village 300 square feet of Land 901 Wellington Avenue and all access and utility easements, Elk Grove Village, IL 60007 (the "Premises") as described in Exhibit B Attn: Finance Dept. to this Agreement 1.4 1.5 1.6 1.7 1.8 1.9 TaxpaverID E9998-1017-02 Property Identification Number 08-31-405-004-000 Commencement Date January 1, 2001 or upon issuance of Building permits, whichever comes fust. Term 1.12 Lease This Ground Lease Agreement including Exhibits A and B. 1.13 Tena t Cook Inlet / VoiceStream Operating Company, LLC, a Delaware limited liability company 1.14 Tenant's Contact Person Five (5) years Tom Brown, Operations Manager 1375 E. Woodfield Road, Suite #400 Schaumburg, IL 60173 Phone: (847) 585-7901 Email: tom.brown@voicestream.com Initial Rent $ 22,500 annually 1.15 Tenant's Address $ 5,625 quarterly Cook Inlet / VoiceStream Operating Company, LLC Renewal Terms c/o VoiceStream PCS BTA I Corporation 131' Avenue SE, Suite #200 Four (4) Five (5) year renewal Bellevue, WA 98006 ternu as described in section 2.2. Attn: PCS Leasing Administrator With a copy to: Cook Inlet / VoiceStream Operating Co. 1375 E. Woodfield Road, Suite #400 Schaumburg, IL 60173 Atm: Lease Administrator 2: Term and Options to Extend 2.1 Initially. The term of this Lease shall be for five (5) years and terminating on the fifth anniversary of the Commencement Date (the ` TernV), unless otherwise terminated as provided in Paragraph 18. 2.2 Option to Extend. The term of this Lease shall be automatically renewable for four (4) additional terms of five (5) years ("Renewal Terms") each following the original term or any renewable term at the annual rental stated below and otherwise upon the same terms and conditions stated in this Lease. If Tenant desires not to extend any subsequent term of the Lease it shall give Landlord written notice of its intention not to extend the term at least sixty (60) days prior to the expiration of the then current term whereupon the Lease shall be deemed canceled upon the expiration of the then current term. 2.3 Rent During Extension Terms. (A) Rent shall be increased on each anniversary of the Commencement Date by an amount equal to four percent (4%) of the rent for the previous year. (B) On or before the Commencement Date, Tenant shall deposit with Landlord the sum of $3,000.00 (the "Security Deposit"). Said Security deposit shall be held by Landlord as security for the faithful performance by Tenant of the terms, covenants and conditions of this Lease. If Tenant defaults under this Lease, which default is not cured by Tenant as provided in Paragraph 13, Landlord may use, apply or retain all or a part of this Security Deposit to compensate Landlord for any actual loss, damage or expense incurred or suffered by Landlord by reason of Tenant's incurred default. Prior to Landlord invading the Security Deposit, it shall fust give Tenant written notice of its intention to do so and with that notice shall provide to Tenant written documentation of the loss damage or expense for which Landlord seeks compensation from the Security Deposit. Such notice and documentation shall be provided by Landlord to Tenant within thirty (30) days after the date of the occurrence which gives rise to Landlord's claimed loss, damage or expense. Failure to provide such notice and documentation within such time shall result in a waiver by Landlord of the right to invade the Security deposit. If the Security Deposit is invaded by Landlord in accordance with this paragraph, Tenant shall restore the Security Deposit within forty-five (45) days after the notice and demand from Landlord. Landlord shall return the Security Deposit to Tenant or Tenant's assignee within forty-five (45) days after the date of expiration or termination of this Lease. (C) The rent and the annual incremental increases thereof, shall be subject to renegotiating by the parties on the tenth (10th) and twentieth (20) anniversary of the Commencement Date, provided the Lease is so extended. In the event the parties are unable to agree upon new terms within thirty (30) days after the tenth (10th) or twentieth (20) anniversary, then this Lease shall terminate one hundred twenty (120) days thereafter. In no event shall any new rent be less than the then current rental. (D) As additional consideration, Tenant shall provide to Landlord at the time it commences commercial service, a one-time credit for $8,000.00 toward the purchase of Tenant's wireless telephone equipment. 2.4 Construction of Tenant's Building: Tenant has proposed the construction of a masonry equipment enclosure with external dimensions of approximately 12' X 19' and located on a leased parcel of land measuring 15' X 20' to be located as specified on Exhibit B. Said masonry equipment shelter shall be constructed to match the appearance of existing equipment shelter on the premises, and shall have landscaping installed to match the landscaping of existing shelters. Tenant shall be responsible for maintaining landscaping for a period of one year from the installation date. Tenant undertakes full and complete responsibility at all times hereafter for the expenses of, and quality of, construction and compliance with all code requirements and regulations of governmental authorities having jurisdiction over the construction, including but not limited to compliance with acts effecting construction of public buildings and service areas used by public employees, and Tenant agrees to remedy or correct any deficiencies with such compliance. The construction shall be processed pursuant to permit and conducted by authorized and licensed personnel and shall be performed in compliance with local and State requirements for construction activities upon public property. The construction work shall proceed without interference or disruption, or minimization of same, to the use of the adjacent right-of-way or to neighboring property owners enjoyment of their property. STANDARD PROVISIONS 3: Additional Yearly Terms. Intentionally deleted 4: Methods of Payment. 4.1 First Rent Payment. Not later than Fourteen (14) days after the Commencement Date, Tenant shall pay landlord rent for the fust Quarter of the Term. 4.2 Subsequent Quarterly Rent Payments. Effective with the fust (1st) day of the Second (2nd) quarter of the Tenn rent shall be payable quarterly in advance on the fust (1st) day of each quarter. Rent for any fractional quarter at the beginning or at the end of the Term or Renewal Term shall be prorated. 4.3 Location for Payment. All rent shall be paid to Landlord at the Address for Payment of Rent or to another person, turn or place which the Landlord may from time to time designate in writing at least forty-five (45) days in advance of a rent payment date. 5: Use of Property. Tenant may use the Property for lawful telecommunications purposes and related site preparation, improvements and maintenance purposes in accordance with local rules and governmental regulations, and such use shall not interfere with Landlord's use of the Property (i.e., if Tenant is making improvements to the Property, Tenant cannot place equipment or materials in such a manner as to block Landlord's access). Landlord agrees to cooperate with Tenant, at Tenant's expense, in making application for and obtaining all licenses, permits and any and all other necessary approvals that may be required for Tenant's intended use of the Premises. Tenant's use of 15' X 20' lease parcel of land and equipment shelter shall be exclusive. Tenant's access to the Village's water tower shall be nonexclusive and will not prohibit use by other telecommunications companies or agencies so long as such other telecommunications equipment do not unreasonably interfere with the use of Tenant's facilities, it being understood that it is the Village's desire to have co -located facilities. 6: Tenant's Installation. 6.1 Improvements. Tenant has the right to erect, maintain and operate on the Premises radio communications facilities, including without limitation an antenna structure, antennae, electronic equipment, air conditioned equipment shelter, other personal property, fixtures, cables, transmission lines, utilities lines and make any other improvements ("Tenant's Facilities'), given Tenant has obtained a building permit from Village of Elk Grove Village and approval from Chicago Bridge and Iron prior to any mounting, drilling or welding. Tenant may from time to time replace any of these items with new or different items with the same or different specifications so long as their installation is otherwise in compliance with this Lease and applicable laws, ordinances and codes. A building permit shall be required for such items, provided a building permit is required by applicable law, ordinance or code. Tenant's installation shall not interfere with Landlord's use of the Property. 6.2 Workmanlike Construction. Tenant agrees that the installation shall be completed in a neat, workmanlike manner consistent with good engineering practices. All costs of the installation, including, but not limited to, the cost of extending Landlord's electrical service to Tenant's equipment, will be paid by the Tenant. 6.3 Title to Various Items. Landlord shall, at all times, be the sole and exclusive owner of the Property. The Tenant shall at all times be the sole and exclusive owner of Tenant's Facilities. All of Tenant's Facilities shall remain Tenant's personal property and are not fixtures. 6.4 Utilities. Tenant shall pay for the electricity it consumes in its operations at a rate charged by the servicing utility company. Tenant shall have the right to draw electricity and other utilities from the existing utilities on the Property or obtain separate utility service from any utility company that will provide service to the Property (including a standby power generator for Tenant's exclusive use). Landlord agrees to sign such documents or easements as may be required by said utility company to provide such service to the Premises, including the grant to Tenant or to the servicing utility company at no cost to the Tenant, of an easement in, over across or though the Land as required by such servicing utility company to provide utility services as provided herein. 6.5 Maintenance of Shelters. Tenant agrees that throughout the term and any Extended Term(s), Tenant will maintain and keep the Shelter in good condition and repair. Within thirty (30) days following the expiration or earlier termination of this Agreement, Tenant will remove all of its Equipment from the Shelter, and will restore the same to substantially the same condition as existed prior to Tenant's installation of its Equipment, normal wear and tear and losses or casualty beyond Tenant's control excepted. 6.6 Tower Maintenance Responsibilities. All of Tenant's Equipment, including cable connections and antennas that are mounted on or lead to the Tower shall be mounted and/or installed in a safe and secure manner. Tenant shall be solely responsible for the safe and secure installation and maintenance of Tenant's Equipment whether such Equipment is mounted on or leads to the Tower. In addition, any of Tenant's Equipment that is installed upon the exterior of the Tower shall be painted to match, as closely as possible, the color of the Tower. Upon twenty (20) days advance written notice from Landlord, Tenant shall cooperate with Landlord in connection with Landlord's maintenance and repair of the Tower, including, but not limited to, any painting that may be required. In the event Landlord is required to provide special cleaning, painting, or other maintenance to the Tower as a direct result of the installation or existence of Tenant's Equipment, Tenant shall reimburse Landlord for its portion of the reasonable costs incurred by Landlord in connection with such special maintenance or painting upon Tenant's receipt of a detailed invoice therefor. Tenant agrees that during any such painting procedure or other type of maintenance conducted by Landlord, Tenant will temporarily remove any one or more of its antennas and replace the same following the completion of Landlord's painting or maintenance work. Landlord agrees to use its best efforts to ensure that such painting or maintenance work is completed in a timely manner. Landlord shall not have the right to remove any of Tenant's antennas or other equipment without fust obtaining Tenant's prior written consent; however, in the event of an emergency or a life threatening situation that requires the immediate removal of Tenant's Equipment, Landlord shall be authorized to remove such Equipment provided that Landlord shall give Tenant verbal notice of Landlord's intentions not less than one hour before so acting. Notwithstanding anything to the contrary, Tenant shall have the right to erect a temporary antenna facility during any maintenance, repair, or painting that would render Tenant's antenna facilities partially or completely inoperable. Landlord agrees that the temporary antenna facility may include a "cell on wheels". 7: Taxes. 7.1 Tenant shall be solely responsible for and shall timely pay all personal property taxes levied and assessed against it or its personal property. Tenant shall not be responsible for any real estate, special assessments or similar taxes relating to the Property except to the extent permitted by statute for the value of Tenant's leasehold estate. 7.2 Tenant hereby acknowledges, and agrees to abide by, the terms of the Village of Elk Grove Village's 3% Telecommunications Tax (Village Ordinance Number 2467), generally applicable to all providers of telecommunications services in Elk Grove Village. 8: Indemnification. Landlord and Tenant hereby agree to indemnify, defend and hold each other hamiless from and against any claim of liability or loss from personal injury or property damage in connection with the Property or resulting from or arising out of the use and occupancy of the Property by the indemnifying party or its agents, excepting, however, such claims or damages as may be due to or caused by the acts of the indemnified party or its agents. Neither party shall have any obligations under this Paragraph unless notified in writing of any such claim or loss within thirty (30) business days of receipt by the other party of notice of such claim or loss. 9. Insurance. During the Term and Renewal Term of this Lease, Tenant shall carry and maintain commercial general liability insurance, naming the Landlord as an additional named insured, insuring against liability for injury to persons or property occurring in or about the property or arising out of the ownership, maintenance, use or occupancy thereof. Coverage under such policy shall not be less than $1,000,000.00 per occurrence for personal injuries and not less than $50,000.00 per occurrence for property damage. In addition, Tenant shall carry and maintain worker's compensation insurance in the statutory amount throughout the term of this Lease. Tenant shall provide Landlord with a certificate of insurance evidencing such coverage required by this paragraph within fifteen (15) days of the Commencement Date. 10. Landlord's Representations. In order to induce Tenant to enter into this Lease, Landlord covenants, represents and warrants, as of the date of this Lease and throughout its Term, as follows: 10.1 Authority. Landlord is solvent and the owner of the Property in fee simple. Landlord has full authority to execute, deliver, and perform this Lease and is not in default of any mortgage affecting this Property. 10.2 No Condemnation. Landlord has received no actual or constructive notice of any condemnation or eminent domain proceedings or negotiations for the purchase of the Property, or any part, instead of condemnation. 10.3 No Unrecorded Liens. Landlord has not performed and has not caused to be performed any work on the Property during the six months preceding the date of this Lease which could give rise to any mechanic's or materialmen's liens. There are no unrecorded easements or agreements affecting the Property. 11: Easements. 11.1 Granted. For the Term and Renewal Terms of this Lease, Landlord grants to Tenant, and its agents, employees, contractors, guests and invitees, a non-exclusive right and easement for pedestrian and vehicular ingress and egress across that portion of the Land described in Exhibit S. Tenant and its authorized representatives shall have the right of ingress and egress to and from the Property twenty-four (24) hours a day, seven (7) days a week, at no charge. 11.2 Modifications. If subsequent to the date of this Lease it is reasonably determined by Tenant that any access or utility easement obtained does not or no longer adequately serves the Property and Tenant's use thereof, Landlord agrees to cooperate with Tenant to relocate such Easements where practical. In the event the Landlord is unable to relocate any of the necessary Easements, then at Tenant's option this Lease may be terminated upon thirty (30) days' prior written notice to Landlord. 12: Assignment. Tenant may not assign, or otherwise transfer all or any part of its interest in the Lease or in the Property without the prior written consent of Landlord; provided, however, that Tenant may assign or sublet its interest without consent to its parent company, any subsidiary or affiliate of it or its parent company or to any successor -in -interest or an affiliated entity controlled, subject to any financing entity's interest, if any, in this Agreement as set forth in Section 27 below. Landlord may assign this Lease upon written notice to Tenant, subject to the assignee assuming all of Landlord's obligations herein, including but not limited to, those set forth in Section 27 below. Notwithstanding anything to the contrary contained in this Lease, Tenant may assign, mortgage, pledge, hypothecate or otherwise transfer without consent its interest in this Lease to any financing entity, or agent on behalf of any financing entity to whom Tenant (i) has obligations for borrowed money or in respect of guaranties thereof, (ii) Has obligations evidenced by bonds, debentures, notes, or similar instruments, or (iii) has obligations under or with respect to letters of credit, bankers acceptances and similar facilities or in respect of guaranties thereof. 13: Defaults. 13.1 By Tenant. In the event of default under this Lease by Tenant, Landlord shall be entitled to remedies as shall then be provided by law except that Landlord shall not be entitled to remove any personal property (including fixtures) on the Property; and provided that prior to, and as a condition precedent to, the exercise of any remedy, Landlord shall give to Tenant written notice of default to Tenant and the nature of the default and Tenant shall have thirty (30) days (or, if the default cannot be cured within thirty (30) days, a longer period as shall be necessary to cure the default, acting with due diligence), after receipt of the notice within which to cure the default, during which period no remedy shall be pursued. if Tenant fails to cure a default, in addition to any other remedies available to Landlord, the Landlord may elect to commence eviction proceedings provided, however, Tenant shall be permitted a six-month stay from receipt of a notice of eviction at 110% of the then current monthly rent to find an alternative site. 132 By Landlord. If Landlord defaults in any of its obligations under this Lease, in addition to any remedies available at law or equity, Tenant may perforin Landlord's obligation and may offset from the rent or any other amounts next payable Tenant's costs and expenses of doing so. Notwithstanding anything else in this Lease, Tenant may defer payment of Rent including the fust rent payment, during any period in which Landlord is in default in any of its obligations under this Lease; has failed to provide or execute or cause to be provided or executed (a) any document reasonably necessary for Tenant's use of the Property in the manner contemplated, (b) any license, or (c) any document reasonably necessary to obtain any tide insurance or other necessary or desirable insurance or consent. Notwithstanding the foregoing, in the event of a default under this Lease, Tenant shall give to Landlord written notice of the default specifying the nature of the default and Landlord shall have thirty (30) days (or, if the default cannot be cured within thirty (30) days, a longer period as shall be necessary to cure the default, acting with due diligence), after the receipt of the notice within which to cure the default. If Landlord fails to cure a default, in addition to any other remedies available to Tenant, the Tenant may elect to cancel this Lease. 14: Condemnation. In the event of condemnation, Tenant's share of any condemnation award or proceeds from sale in lieu of condemnation shall be limited to compensation for Tenant's leasehold interest, antennae, improvements, transmission lines, loss of business and equipment, and Tenant's costs of relocation. Tenant shall not receive any part or portion of condemnation award or sales proceeds relating to compensation for Property owned by the Landlord. 15: Casualty. In the event the Property is destroyed or damaged in whole or in pad by casualty during the Tenn or Renewal Terms of this Lease then, at Tenant's option (exercised by notice to Landlord), this Lease may be terminated as of the date of the event or at any time within 90 days thereafter and no further rent shall be due under the termination section or any other section of this Lease. 16: Quiet Enjoyment. Landlord covenants and agrees that upon payment by the Tenant of the rental under this Lease and upon the observance and performance of all the covenants, terms and conditions on Tenant's pad to be observed and performed, Tenant shall peaceably and quietly hold and enjoy the Property, the rights, and privileges granted for the term demised without hindrance or interference by Landlord or any other person and Landlord shall perform all of its obligations under this Lease. 17: Subordination, Non -Disturbance and Attornment. 17.1 Existing Encumbrances. Within thirty (30) days after the execution of this Lease, Landlord shall deliver to Tenant executed original of non -disturbance and attornment agreements with Tenant in form satisfactory to Tenant, in Tenant's sole discretion, from any existing mortgage holder or other party holding an interest in the Property which may take precedence over Tenant's interest in the Property. Failure by the Landlord to deliver any required non -disturbance and attomment agreement shall entitle Tenant, at Tenant's option, to terminate this Lease at any time thereafter and to obtain a refund of all rent and any other amounts paid to Landlord, and, in any case, Tenant shall have no obligation to pay rent or other amounts under this Lease until Landlord delivers the executed non- disturbance and attomment agreement. 17.2 Subsequent Financing. Tenant shall enter into recordable subordination, non -disturbance and attomment agreements with the holders of any mortgage, trust deed, installment sale contract or other financing instrument dated after the date of this Lease, if the agreements are in form satisfactory to Tenant. 18: Termination. 18.1 By Tenant. In addition to termination as a result of action or inaction pursuant to other parts of this Lease, Tenant may terminate this Lease: (a) at any time for any reason upon thirty (30) days written notice to Landlord and payment of six (6) months rental, or (b) immediately, without payment of any rent not yet due following written notice to Landlord of either (i) Tenant's inability to secure necessary zoning and/or Tenant has lost, been denied or failed to satisfy any necessary authorization or radio engineering criteria to use the Property as contemplated in this Lease, or (ii) Tenant's having obtained a soil test which shows contamination or building conditions which in Tenant's judgment are unsuitable for Tenant's purposes, or (iii) by Tenant if Tenant is unable to occupy and utilize the Premises due to an action of the FCC, including without limitation, a take back of channels or change in frequencies, or (tv) by Tenant if Tenant determines that the Premises are not appropriate for its operations for economic or technological reasons, including, without limitation, signal interference. 18.2 By Landlord. Landlord may terminate this Lease following a determination by a qualified engineer (using appropriate instruments which are properly calibrated) that the power density levels emitted from Tenant's equipment located on the Property exceed the American National Standards Institute's ("ANSP') "Safety Levels with Respect to Human Exposure to Radio Frequency Electronic Fields", as set forth in ANSI Standard C95.1-1982 (or any ANSI Standards which supersede this standard), at points accessible to and intended for the general public and the inability of Tenant to bring its equipment into compliance with such standard within sixty (60) days after receipt of a written copy of Landlord's engineering findings. 18.3 Removal of Equipment. Upon the expiration of this Lease, or its earlier termination or cancellation for any reason, Tenant shall at its sole expense remove from the Property all of its antennae, antenna structures, equipment enclosures, transmitting and receiving equipment, transmitting lines, underground wiring, fencing, sidewalks and foundations, other personal property, fixtures and other improvements. Tenant shall be required to remove its access road beyond Landlord's access unless another tenant of Landlord is utilizing said road, in which case Tenant shall not be required to remove any portion of the access road. Tenant shall have up to ninety (90) days after the effective date of the expiration, temrination, or cancellation to completely remove all Tenant's items. If Tenant requires any of the ninety (90) day period after the effective date for the removal, Tenant shall pay Landlord the then current monthly rent (or in the case of annual rental one -twelfth of the annual rental) in advance for each thirty (30) day period or portion thereof Tenant requires to complete the removal. 19: Cooperation. Landlord agrees to cooperate with Tenant in any efforts by Tenant to secure any governmental permits necessary to use the Property as contemplated in this Lease, and to join in any application or other document reasonably requested by Tenant within ten (10) days of Tenant's written request. During the Term or Renewal Term of this Lease Landlord shall take no action which adversely affects the uses permitted on the Property. At any time after the date of this Lease or the Commencement Date, either party shall execute or cause to be executed any documents, or take or cause to be taken any actions, reasonably necessary to carry out the intent of this Lease. 20: Lease Construction. Ibis Lease shall be construed in accordance with the laws of the State of where the Property is located. In the event that any provisions of this Lease are legally unenforceable, the other provisions shall remain in effect. 21: Entire Binding Understanding; No Oral Modification. All prior understandings and agreements between the parties are merged into this Lease, and this Lease may not be modified orally or in any manner other than by an agreement in writing signed by both parties. Presentation of this Lease by Tenant to Landlord shall not constitute an offer unless the Lease has been signed by Tenant, and this Lease shall not be binding until executed by both Landlord and Tenant. 22: Successors; Separability. Subject to the provisions regarding assignment, this Lease shall be binding upon, and inure to the benefit of, the successors -in -interest and permitted assigns or subtenants of the parties and any grantee of Landlord. 23: Notices. All notices, requests and other writings required under this Lease (including any notices of renewal, or termination rights) must be in writing and shall be deemed validly given upon the earlier of (i) actual receipt or (ii) the second business day after the date posted if sent by certified mail, return receipt requested, addressed to the other party with copies as set out in the Landlord's Address and Tenant's Address (or any other address within the United States that the party to be notified may have designated to the sender by like notice). 24: Performance. Time is of the essence in this Lease. 25: Broadcast Interference. 25.1 Definition. As used in this Lease, "interference" with a broadcasting activity means: (A) Interference within the meaning of the provisions of the recommended practices of the Electronics Industries Association (EIA) and the rules and regulations of the Federal Communications Commission (FCC) then in effect, or (B) A material impairment of the quality of either sound or picture signals on a broadcasting activity as may be defined by the FCC at any hour during the period of operation of activity, as compared with that which would be obtained if no other broadcaster were broadcasting from the Property or had any equipment on the Property. 25.2 Interference. (A) Tenant shall operate Tenant Facilities in a manner that shall not cause physical, mechanical, radio frequency or signal interference to Landlord and other tenants or licensees of the Property, provided that their installation predates the execution of this Lease. All operations by Tenant shall be in compliance with all Federal Communication Commission ("FCC") requirements. (B) Subsequent to the installation of the Tenant Facilities, Landlord shall not permit itself, its tenants or licensees to install new equipment on the Property if such equipment is likely to cause physical, mechanical, radio frequency or signal interference with Tenant's operations. Such interference shall be deemed a material breach by Landlord. In the event interference occurs, Landlord agrees to take all reasonable steps necessary to eliminate such interference in a reasonable time period Landlord shall have the right to install equipment that is in compliance with all FCC standards and regulations. (C) Should Landlord or citizens thereof claim interference with their existing residential uses due to Tenant Facilities, Tenant shall, at its sole cost and expense, cooperate with Landlord to determine if Tenant Facilities are the source of such claimed interference. Such cooperation shall include but not be limited to intermodulation studies. Should it be determined by such studies that such interference is directly attributable solely to the operations of the Tenant Facilities on the Property, Tenant, at its sole cost and expense, shall use its best efforts in taking measures to modify the Tenant Facilities in order to mitigate such interference to Landlord's reasonable satisfaction. 26: Environmental Matters. 26.1 Definition. For purposes of this Lease: (A) "Applicable Environmental Laws" includes the Comprehensive Environmental Response, Compensation, and Liability Act, any so called "Superfund" or "Superhen" law, or any other Federal, state or local statute, law, ordinance, code, rule, regulation, order or decree regulating, relating to, or imposing liability or standards of conduct concerning any hazardous, toxic or dangerous waste, substance or material, as now or at any time hereafter in effect. (B) "Hazardous Material" includes any hazardous, toxic or dangerous waste, substance or material as that term is defined in Applicable Environmental Laws. 26.2 No Hazardous Material. Neither the Landlord nor, to the best knowledge of Landlord, any other person has ever caused or permitted any Hazardous Material to be placed, held, located or disposed of on, under or at the Property or any part thereof nor any part thereof has ever been used by the Landlord, or to the best knowledge of the Landlord, by any other person either as a permanent or temporary dump site or storage site for any Hazardous Material. 26.3 Tenant's Indemnity. Tenant indemnifies the Landlord and agrees to hold the Landlord harmless from and against any and all losses, liabilities, damages, injuries, costs, expenses and claims of any and every kind whatsoever paid, incurred or suffered by or asserted against Landlord for, with respect to, or as a direct or indirect result of, the presence on or under, or the escape, seepage, leakage, spillage, discharge, emission, discharging or release form the Property or into or upon any land, the atmosphere, or any watercourse, body of water or wetland, of any Hazardous Material (including, without limitation, any losses, liabilities, damages, injuries, costs, expenses or claims asserted or arising under applicable Environmental Laws) caused by or in the control of Tenant. 26.4 Landlord's Indemnity. In all other cases, Landlord indemnifies the Tenant and agrees to hold the Tenant harmless from and against any and all losses, liabilities, damages, injuries, costs, expenses and claims of any and every kind whatsoever paid, incurred or suffered by or asserted against Tenant for, with respect to, or as a direct or indirect result of, the presence on or under, or the escape, seepage, leakage, spillage, discharge, emission, discharging or release from the Property or into or upon any land, the atmosphere, or any watercourse, body of water or wetland, of any Hazardous Material (including, without limitation, any losses, liabilities, damages, injuries, costs, expenses or claims asserted or arising under Applicable Environmental Laws). 26.5 Survival. The provisions of and undertakings and indemnification set out in this Section shall survive the termination of this Lease. 27. Waiver of Landlord's Lien. (a) Landlord waives any lien rights it may have concerning the Tenant Facilities which are deemed Tenant's personal property and not fixtures, and Tenant has the right to remove the same at any time without Landlord's consent. (b) Landlord acknowledges that Tenant has entered into a financing arrangement including promissory notes and financial and security agreement for the financing of the Tenant Facilities (the "Collateral") with a third party financing entity (and may in the future enter into additional financing arrangements with other financing entities). In connection therewith, Landlord (i) consents to the installation of the Collateral; (ii) disclaims any interest in the Collateral, as fixtures or otherwise; and (iii) agrees that the Collateral shall be exempt from execution, foreclosure, sale, levy, attachment, or distress for any Rent due or to become due and that such Collateral may be removed at any time without recourse to legal proceedings. AGREED as of the later of the two dates below: LANDLORD TENANT y /TS VD AM /'G S )9rol Z CORK Village of Elk Grove Village, an Illinois Municipal Corporation By: By: _ Name: Craig B. Johnson Name: Title: Date: November 14,2000 Date: EXHIBIT "A" DESCRIPTION OF LAND Exhibit "A" to the Lease dated November 14 , 200 between the VILLAGE OF ELK GROVE VILLAGE, an Illinois municipal corporation, as Landlord, and . as Tenant. The Land is described and/or depicted as follows: PARC= 1: —T i0 Ao= OF TIM SOUTH 160 ACRES OP TRS =1 262 ACRES OP SECTION 31, TOWNSHIP 41 NORTH, RANIM 11 EAST OF 278 TRW PRINCIPAL )l =IAM, (TAXEN AS A TRACT); ELCEFTIM FROM RAID TRAM, TIM ROBE 295.165 PEST OF TRS WSSI 293.165 FEET; ALSO ttCEP1'I3O raw SAID TRACT. THAT VIP- (IF ANY) LYIRO WSS'1. OF TNR EAST LIDE AM IT= MCRA OP TES SM. LDAE (ARD - WESTEALT E1TER20O) OF IDE 2 AS TA OUT ID NOTOCR'S SUROSVZSION OF 'RAT PART OF THE TORTS 295.165 FEET OP THE HEST 293.165 PEEP OF TEE HEST 50 ACRES OF TIM SOUTA 160 ACRES OF TIM NORTH 262 ACRES OF SECTION 31, 7�P 41 MOR721. RAEOE 11 EAST OF TRS TRIED PRINCIPAL )IRIDIAN 1EZCEPTIDO T'RZWWM TEAT PARI 7TIMM FOR M20MW PURPOSES) SAID SUBDIVISION RE]H6 R[COEDED DECINSM 6, 2975 AS DOCO = TIO. 24752434; ALSO EICRPTUG FROM SAID TRACT. TEST PARC BOOOED AM DESCRIBED AS FOOZCM:: BEGIRSING AT TIE SOUTH EAR C070RR OF SAID VAST PO ACAS OF 'ISE SOOID 160 ACRES OF THE NORTH 262 ACRES; TIMNQ 3KWM ALMO TRS EVENT LRA OF SAID WEST 20 ACHES, TO THE c== Llai or NIESTE ynm A=, T'1l@= NEST MONO s= cswm LIRS OP cz BZESTMtn= ROM), A DISTANCE OF 1447.90 FEET TO A 003:81' ON THE EAST LIRE OF THE AFORESAID REST 293.165 FEET; TZ WCi SOOTH ATAM TEE OAST LIHE OF SAID WEST CcCc 293.165 FEET, A DIS'TANCS OF 100 FREE TO A POTrr; THOKT SOUTEXASTIRLY AZONO A �] STRAI=r LTR, A DLS'TANCE OF 305 FEET TO A POINT ROOOALLY DISTANT ZS9 FEET SCUM Q OF SAID CENTER LTR Or BT*•TERrl. ^ ROOD; T'OIILL COUTRA4iERLY MERE A STRAIGHT p+ LINE A DISTANCE OF 201.56 FEEL' TO A P0INT N0OMLY DISTANT 160 FEET S0= OF SAID � CECER LW28 OF RIEST92r=D ROAD; === SOMMULT ERLY AI.ONO A STRA=Er LZNE, A OXSTANCS OF 300.17 FEET TO A POINT NOMM= OZSTAZr 290 FEET SOME OF SAID CENTER =EE OF RZZSTERFX=M ROOD; THENCE EAST, PARAL= WITH SAID CENTER LM OF Nr=Tnr=D ROAD, A DISTANCE OF 14.40 FEST TO A P0INT; T'FMMS SOUTH 13 DWREES, 25 NINOTES, 30 SECOROS EAST. A DISTABCZ OF 1450.25 FEET TO A POINT CS TRE SOVTR I= Of SAID NORTS 262 ACRES; TffiCS RAST ALQO SAID SOME LTR OF TER WORTH 262 ACRS TO TEE POINT OF BAOTIRIDU; ALSO SSO(PTIM FROM SAID TRAGI, TORI' PART (IF ARTS LTRO SOUTH OF THE NORTH IMM OF THE STRIP 0► LOO DESCRIBED IN =1WZT 'A' OF CIRLIIZT COURT CASE NOREA 76 •L• 13492 (TIM NORTH LINE OF SAID STRIP Or LAID I3130 ALSO TIM NORTH LIRE. ANO ITS WSST=LY EXTENSION, OF E(MMU O GROVE OMIT N0(MSR 5, RZMM A SOEDIVISION OF PART OF THE SOMM 1/2 OF SECTION 33, TOWNSHIP 41 WORTH. ARMS 21 EAST OF THE TRUED PRINCIPAL IMRIDIANr ALL AS SHOWN AS PAPA= 1 ON PLAT OF SURVEY REAWOED NAY 4, 1954 AS DOCONENr RIO. 27076156, ALSG ExerpTRR7 FG2f SAID TRACT, TNFS PART BOUNDED ANO DESCRIBED AS POLLENS:: SSOYNBRO AT THE ZNTZRSX=C W OP TEE S0OTKOMT RICUrr OF WAY LINE Of BIESfXRVXZ D ROAD WITS TIM WiSTMMY RIGHT OF WAY MRS OF I.A.I. =M 290 PER CEO= .SZMLZSXXW FREEWAY RSC0MO D APRIL 13, 1965 AS DOCUSRT N0IQISP 20455052, IN SAID COUCr; T»1B ON AN ASSMM RSARINO OF SOUIB 13 DEGREES. 43 REDWUTES. 03 SECONDS EAST ALONG SAID WESTERLY RZORT OF WAT :,IIM 755.56 FEET; THEWCE NORM 31 DeOAEES, 04 MINUTES. 15 SENEDS FEST 595,41 2_=r 20 TIS SOUT®U.Y R=M OF WAT LIRE OR SAID NIESTWIELD ROAD; TRa1S SOOLH 59 OELTRRUS, 26 MINUTES, ;17 SEOOIDS EAST ALDR3 SAID SOUTHERLY RIGET OY WAS LINE 260.46 FEET; TMO1cE COBZTNOM MONO SAID SOUIIMALY RIOHr Or WMT LIP' _X)418 54 DEGREES, 39 IOMMTS, 10 SEL0ED6 EAST 14.40 rswr TO THE POINT OF EZGXMr X)0; ALSO SICYPrIIR7 FROM SAID TRACE', THAT PART BOONOED AND DESCRIBED AS FOLLOWS:: IF .A 59033r.4 NO AT TS IBfm-71CTIOX OF TIM LISYGILY HURT OF 101Y LId4 OF AORMSIO ROAD Phi Om3CATIM RRCORDm AFAM 9, 1932 AS DOCOIDgr 110, 11069335 IN INTO CMUTT 1RTH TS SOUTH LIa OF LOT 1 IDI BOLGER'S SOBDMSION Pa PLAT R=MZD Di MMM 6, , 2976 AS DOCMSXT NO. 24752434 m SAID COMIM T'm1G OR :U AS�^ Zz== MONTH 88 DIDRM... 2Z 2SA,wn' 24 SRCOBDS RAST AUNG TS SO= LLR SAID LOT 1 A DISTABCZ Of 29.00 RTI; . • .. TIMM= SCMH 00 DZORI29. 05 HINTM, 01 SIOORDS LAT. 206.26 FaT; MUMCZ =TTO 89 ". OZGRaB, 54 Zamn=. 99 SU=S PUT S.00 PaT; T== =nK 00 DZGRaS, 05 Kmm, -' 01 SROOUDS LAST 100.00 I=; TEMIM NORTH 69 DC74P_1 94 Im1UIR9, 59 SECMM WY - - 10.00 Fal; TZmCCZ SOUTH 00 OWSM25, 05 A0007M, 0 IZOCmS LAST 100.00 PUT; Tffi/CL SOUTH BIN DOMM, 54 7®OTZS, SIN SICOROS 70TST 10.00 FZZT; THENCE SOO= 00 VZORIES, 05 � 7IIPQSZS, 01 5XCM= LAST 500.00 Par; THX CZ SOUTH 89 DIORZSS, S4 1m1UTm, 39 ASC7RD5 UNIT 54.37 PERT TO 7S WIST LIS OF SAID SRCTTON 31; THROCS MONTH 00 OCOIaS, 00 7mRIIS, 00 ZSCLSD9 ZAST ALONG SAID WZ= LIS 904.99 Farl T7CQ CZ NORTH SS DZORM, 33 IRNUTLS, 24 SZCS®S LIST 43.06 Far TO THR POTNT OF NROINNzw PARCZL 2. THAT PART Or SECTION 31, TOWSIQP 41 NORTH, RAHOZ 11 ZA 7 OF TS THIRD PR KMPAL D =AN, LTTRO SOMM OF THE NORTH 262 ACRLS Or SAID SZC:S®, LT= NORTH Or TRI NORTH LTS OF TS STRIP OF LAID DaClIM IN t2 = 'A' OF CMCOTT COORS CASE NOmm 76 •L• 13492 (TS NORTH I'1i OF SAID STRIP OP 1A® BEAU ALSO Ta NORTH TTS, Am rT'3 NESTZRLY 21MRSION, OF RORA11R7 GROVE TORT' NOmm S. HIM A SUBDIVISION OF PAIL OF TS SOUTH 1/2 OF SECTION 31, TOWNSHIP 41 NORTH, RANG 11 WT OF TS TZCRD PRINCIPAL (; 74ERIDIS, AND L7190 NRSTmOS OF TAR WKST IM OF •►', -A'; •2• ROUrT, 90 e==mm iA SORSZ== TO ORDER RZWIQJID APRIL 1S, 1968 AS DOCCHINT NOmER 20456092, ALL AS Q SHIMM AS FARO. 2 ON PIAT OF SURSYS RROORCED HAT 6, 1964 AS DOCMgWr MMM ►; 27076156. ALL III COOZ CO=Tr. XLLXOIS - r_. r, Lommon address: 1141 Hawthorne Lane, Elk Grove Village, IL, 60007 PINNo 08-31-405-004-000 ,.4 z EXTISIT "B" DESCRIPTION OF PREMISES Ezh9bit "li" to the Leascdabed .. November 14. . 2000between the VILLAGE OF ELK GROVE VILLAGE. an Illinois municipal corporation as landlord, and . as Tenant. The Ftmaises are descn'bed and/or depicted as attachcd hereto. VOICE STREAM WIRELESS ACCESS THAT PMT OF OUTLOT F IN HUNTINGTON CHASE P TOMISHIP 41 MORTH. RANGE 11 EAST OF THE TNII RECORDED ON JUNE S. 1995. AS DOCUMENT NO., S.' GAMCrT Ft THENCE NORTH 69 DEGREES 54 MINUTE! BEARING OF NORTH 09 OEGREES S4 MINUTES SS SI OF 9t.0? FEET. ALONG THE SOUTH LINE OF DUTU A DISTANCE OF 6.00 FEET TO THE POINT OF DEO A DISTANCE OF 12.00 FEET, THENCE SOUTH 91 D THENCE NORTH 17 DEGREES 49 MINUTES 2S SECOI DEGREES 29 MINUTES 19 SECONDS WEST. A OISTAI EAST. Fun EASEMENT DESCRIPTION UTE M. BEING A SUBDIVISION 1 36 SECONDS 31 A BEGINNING. IN 6006 COUNTY. ILLINOIS. CONTAINING AN AREA OF 44TS SQUARE FEET (0.1020 AGES) OF LAD. MORE OR LESS. PART OF SECTION 21. TO THE PLAT THEREOF AST CORNER OF SATO ASED ON A RECORD OUTLOT FO. A DISTANCE MINUTES SO SECONDS EAST, 5 MINUTES 50 SECONDS EAST. . A DISTANCE or 65.51 FEETt To VOICE STREAM WIRELESS LEASE SITE DESCRIPTION : THAT PART OF OUTLOT F IN HUNTINGTON CHASE PHASE TWO. BEING A SUBDIVISION OF PART OF SECTION 21. TOIINSHIP 41 NORM. RANGE 11 EAST OF THE THIRD PRINCIPAL MERIDIAN. ACCORDING TO THE PLAT THEREOF RECORDED ON JOE S. 1999. AS DOCUMENT NO. 957636901 COMMENCING AT THE SOUTHEAST CORNER OF SAtO OUTLOT F1 THENCE NORTH 11 DEGREES 54 MINUTES SI SECONDS WEST (KARINGS ARE BASED ON A RECORD SEARING O NORTH 09 KOKES 54 MINUTES SJ SECONDS WEST FOR THE SOUTH LINE OF OUTLOT F). A DISTANCE OF 91.OT FEET. ALONG THE SOUTH LINE a OUTOT Ft THENCE NORTH GO KOKES 09 MINUTES 50 SECONDS EAST. A OISTANCE OF 20.00 FEET TO THE POINT OF BEGINNING) THENCE FORM 69 DEGREES 54 MINUTES 50 SECONDS WEST. A DISTANCE OF 10.00 FEET$ THENCE NORTH 00 DECREES 05 MINUTES 50 SECONDS EAST. A DISTANCE OF 17.00 FEET$ THENCE SOUTH 69 DEGREES S4 MINUTES 90 SECONDS EAST. A DISTANCE OF 20.00 FEET) THENCE SOUTH 00 DEGREES 05 MINUTES 50 SECONDS WEST. A DISTANCE O 15.00 FEET$ THENCE NORTH 99 DEGREES 54 MINUTES 50 SECONDS WEST. A DISTANCE OF 10.00 FEET TO THE MINT OF BEGINNING. IN COOK COUNTY. ILLINOIS. CONTAINING AN AREA OF 900 SQUARE FEET (0.0069 ACRES) OF LAND. MORE OR LESS. VOICE STREAM WIRELESS UTLITY-2 EASEMENT DESCRIPTION I 7S THAT PMT OF OUTLOT F IN HUNTINGTON CIASE PHASE TWO. BEING A SUBDIVISION OF PART OF SECTION 21. TOINSNIP 41 WORTH, RASE 11 EAST'OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED ON JOIE S. 1995- AS DOCUMENT NO. 95567190, COMMENCING AT THE SOUTNUST CORNER OF SAID OUTLOT F$ THENCE NORTH 19 DEGREES 54 MINUTES 59 SECONDS WEST (BEARINGS ARE BASED ON A RECORD BEARING OF NORTH 09 DEGREES 54 MINUTES 55 SECONDS NEST FOR THE SOUTH LINE OF OUTLOT F). A DISTANCE OR 91.07 FEET, A.OIO THE SOUTH LINE W OUTLOT FI THENCE NORTH 00 DECKES OS MINUTES 90 SECONDS EAST A DISTANCE OF 20.00 FEETI THENCE NORTH 41 DEGREES 54 MINUTES 50 SECONDS WEST. A DISTANCE OF 10.00 FEET, THENCE NORTH OD DEGREES 07 MINUTES 90 SECONDS EAST, A DISTANCE CF 10.00 FEET TO THE POINT OF BEGINNING, THENCE NORTH 00 DEGREES OR MINUTES 50 SECONDS EAST, A DISTANCE O S.00.FEET; THENCE .. ..._.._ . SOUTH 69 DEGREES 54 MINUTES 50 SECONDS EAST. A DISTANCE OF 6.67 FEET, THENCE NORTH SS DEGREES 02 MINUTES 45 SECONDS NEST. A OISTAKE OF 49.52 FEET$ THENCE SOUTH 65 DEGREES 04 MINUTES 37 SECONDS KST. A DISTANCE OF 9.07 FEET, THENCE SOUTH SS DEGREES 02 MINUTES 45 SECONDS EAST. A DISTANCE OR 51.26 FEET TO THE POINT OR BEGINNING, IN COOK COUNTY. ILLINOIS. CONTAINING AN AREA OR 596 SQUARE FEET (0.0069 ACRES) OF LAD. MORE OR LESS. VOICE STREAM WIRELESS UTLITY-t EASEMENT DESCRIPTION : THAT PART OF OUTLOT F IN HUNTINGTON CHASE PHASE TWO. BEING A SUBDIVISION OR PART OF SECTION 21. TOMNSHIP 41 NORTH. RANGE 11 EAST OF THE INIAD PRINCIPAL MERIDIAN, ACCORDING TD THE PLAT THEREOF RECORDED ON JUNE S. 1995. AS DOCUMENT NO. 95563090t COMMENCING AT THE SOUTHEAST CORER OF SAID OUTLOT F, THENCE NORTH 09 DEGREES 54 MINUTES 55 SECONDS WEST 1BDARING$ ARE BASED ON A RECORD BEARING OF NORTH 91 DEGREES 54 MINUTES SS SECONDS WEST FOR THE SOUTH LINE OF OUTLOT F). A DISTANCE OF VAT FEET, ALONG THE SOUTH LTB: OF OUTCIT F TO THE POINT OR BEGINNING: THENCE MONTH 00 DEGREES 05 MINUTES 50 SECONDS EAST. A DISTANCE OF 20.00 FEET$ THENCE MONTH 09 OEORMS 54 MINUTES SO SECONDS WEST. A DISTANCE OF W.00 FEET, THENCE NORTH CO DEGREES OS MINUTES 50 SECONDS EAST. A DISTANCE OF 25.00 FEET, THENCE NORTH 99 KOKES 54 MINUTES 50 SECONDS NEST, A DISTANCE OF 10.00 FEET, THENCE SOUTH OR DEGREES 05 MINUTES 50 SECONDS WEST, A DISTANCE OF 45.00 y FEET, THENCE SOUTH 49 DEGREES 54 MINUTES 55 SECONDS EAST ALONG THE SOUTH LINE OF OUTLOT F. A DISTANCE OR 10.00 FEET TO THE POINT O KGIWING, IN COOK COUNTY. ILLINOIS. CONTAINING AN AREA OF 1650 SCOARE FEET (0.0979 AGES) O LAND. MORE OR LESS.