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Home My WebLink AboutRESOLUTION - 50-14 - 11/18/2014 - GROUND LEASE AGREEMENT -1060 OAKTONRESOLUTION NO. 50-14 A RESOLUTION AMENDING RESOLUTION NO. 61-96, RESOLUTION NO. 6-09 AND RESOLUTION 60-09 AND AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE A THIRD AMENDMENT TO GROUND LEASE AGREEMENT BETWEEN THE VILLAGE OF ELK GROVE VILLAGE AND TV6-W, LLC (1060 OAKTON STREET) 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 document entitled: THIRD AMENDMENT TO GROUND LEASE AGREEMENT 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 lath day of November 2014. APPROVED this 18th day of November 2014. APPROVED: Mayor Craig B. Johnson Village of Elk Grove Village ATTEST: Judith M. Keegan, Village Clerk Chinn dLcn4c3arncndTV6-W Site Name: 1060 Oakton Street— Elk Grove Fire Station Business Unit No. IL5263 THIRD AMENDMENT TO GROUND LEASE AGEEMENT This Third Amendment to Ground Lease Agreement is made thisAkday of NO 0._ , 2014 and amends a certain Ground Lease Agreement dated December 10, 1996 as previously amended between Tower Assets Newco II, LLC, a Delaware limited liability company, predecessor in interest to TV6-W, LLC, a Delaware limited liability corporation, ("Tenant') and the Village of Elk Grove Village ("Landlord"). RECITALS AT&T Wireless PCS and the Village entered into that certain Ground Lease Agreement dated December 10, 1996 (the "Ground Lease"), and Addendum dated December 10, 1996, First Amendment to Ground Lease Agreement dated January 27, 2009, and Second Amendment to Ground Lease Agreement dated November 10, 2009 for certain property located at 1060 Oakton Street, Elk Grove Village, Cook County Illinois (the "Leased Premises"). Tenant succeeded to the prior leasehold interests of Tower Assets Newco II, LLC, by virtue of a December 31, 2013 merger of Tower Assets Newco II, LLC into Tower Assets Newco IX LLC, evidenced by a certificate of merger filed by Tenant, and thereafter Tower Assets Newco IX LLC assigned its interest in the Agreement to TV6-W, LLC, evidenced by that certain Assignment and Assumption of Ground Lease dated January 14, 2014. TV6-W, LLC and the Village wish to further amend the Ground Lease as previously amended to reflect the agreements set forth herein. NOW, THEREFORE, in consideration of the above and pursuant to the terms set forth under the Ground Lease, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: 1. Renewal Terms. The Lease currently provides, in Section 2.2, that there is one (1) remaining lease renewal term of five (5) years following the current term. That Lease section is hereby amended to provide that the remaining term of the Lease be extended to six (6) additional lease renewal terms for a total of seven (7) lease renewal terms of five (5) years each. The final lease expiration date, if all renewal terms are exercised, will be December 31, 2046. 2. Sublease. Tenant may sublease a portion of the Premises to Verizon Wireless ("Second Subtenant') upon such terms and conditions as Tenant and Second Subtenant shall agree. 3. Additional Rent. Tenant shall pay Landlord, in addition to the Rent required by the Agreement, the amount of Nine Hundred Twenty Five Dollars and No/100 ($925.00) per month ("Second Additional Rent') for the sublease of a portion of the Premises to Second Subtenant. Such increase shall be effective upon commencement of rent payments by Second Subtenant to Tenant ("Second Additional Rent Commencement Date") and the Second Additional Rent shall increase four percent (4%) per year on Site Name: 1060 Oakton Street — Elk Grove -Fire Station Business Unit No. IL5263 November 1 of each subsequent year, beginning in 2015, and shall cease upon the earlier of: (i) the termination of the Agreement, or (ii) Second Subtenant's cessation of operations and removal of all of its equipment from the Premises. 4. Equipment Shelter. Second Subtenant has proposed the construction of an equipment shelter with external dimensions of approximately 12' x 17'. The shelter shall be constructed to match inasmuch as is possible the material and color of the exterior of the Firehouse at 1060 Oakton. The shelter shall be located in the 21' x 18.5' lessee lease area as indicated in Exhibits A and B. 5. Section 2.4 Construction of Tenant's Building, which required Tenant to install a fence of one hundred twelve feet (112') in length, six foot (6') high in height, stained, board -on -board fence, is modified to require Tenant to remove and dispose of the existing chain link fencing compound adjacent to Premises, which currently encloses the lease area of Sprint, and install a matching six foot (6') high in height, stained, board -on -board fence to replace the chain link fence and create a single enclosure surrounding Tenant's lease area and the adjacent lease area of Sprint, to be located as indicated in Exhibit B. Tenant shall be responsible for contacting Sprint for permission for this construction. 6. Capital Contribution. In consideration of Landlord's extension of the renewal terms and Landlord's approval of the sublease of a portion of the premises to Second Subtenant as set forth above, Tenant will pay to Landlord an additional one-time capital contribution in the amount of Twenty Thousand Dollars ($20,000.00) for the full execution of this Lease Amendment payable within thirty (30) days of the execution of this Lease Amendment. 7. The Agreement is further amended by adding a paragraph concerning a Right of First Refusal which shall read as follows: First Refusal for Wireless Competitors: If Landlord receives an offer from any person or entity that owns towers or other wireless telecommunications facilities (or is in the business of acquiring Landlord's interest in the Lease) to purchase fee title, an easement, a lease, a license, or any other interest in the Property, or Landlord's interest in the Lease, or an option for any of the foregoing, Landlord shall provide written notice to Tenant of said offer, and Tenant shall have a right of first refusal to acquire such interest on the same terms and conditions. If Landlord's notice covers portions of Landlord's parent parcel beyond the Property, Tenant may elect to acquire an interest in only the Property, and the consideration shall be pro -rated on an acreage basis. 8. Section 17.1.a regarding termination is amended as follows: a. At any time for any reason upon thirty days (30) written notice to Landlord and payment to Landlord a stated percentage of all remaining financial obligations calculated to the final expiration date of December 31, 2047 as follows: Site Name: 1060 Oakton Street — Elk Grove Fire Station Business Unit No. IL5263 1. 25% in the first lease renewal term 2. 20% in the second lease renewal term 3. 15% in the third lease renewal term 4. 10% in the fourth lease renewal term 5. 5% in the fifth lease renewal term 6. Payment of six (6) months rental in sixth renewal term. 9. Landlord represents and warrants that Landlord is duly authorized and has the full power, right and authority to enter into this Amendment and to perform all of its obligations under this Amendment. l0. Irrespective of whether the transaction contemplated by this Amendment is consunnnated, Landlord and Tenant each will pay its own out-of-pocket expenses. The parties have executed this Amendment as of the effective date. 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