HomeMy WebLinkAboutRESOLUTION - 53-19 - 9/10/2019 - Ground Lease Agreement TV6 HoldingRESOLUTION NO.53-19
A RESOLUTION AMENDING RESOLUTION NO.61-96, RESOLUTION NO.6-09,
RESOLUTION NO.60-09, RESOLUTION NO.4-14 AND RESOLUTION NO.50-14 AND
AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE A FOURTH
AMENDMENT TO THE GROUND LEASE AGREEMENT AND MEMORANDUM OF
GROUND LEASE AGREEMENT BETWEEN THE VILLAGE OF ELK GROVE VILLAGE AND
TV6-HOLDINGS. LLC (70 LIVELY BOULEVARD)
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:
FOURTH 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:5 NAYS: 0 ABSENT:1
PASSED this loth day of September 2019.
APPROVED this loth day of September 2019.
APPROVED:
Mayor Craig B. Johnson
Village of Elk Grove Village
ATTEST:
Loretta M. Murphy, Village Clerk
Prepared by: Bianca Fraker
After recording return to: Rita Drinkwater
SBA Network Services, LLC
8051 Congress Avenue, 311 Floor
Boca Raton, FL 33487-1307
Phone: 1-800-487-7483 Ext. 7906
Property Parcel ID: 08-22-303-010
AMENDMENT TO GROUND LEASE AGREEMENT
THIS AMENDMENT TO GROUND LEASE AGREEMENT (this "Amendment") is
made as of the day of 2019, by and between THE VILLAGE OF ELK
GROVE VILLAGE, an Illinois home rule municipal corporation located in Cook and DuPage
Counties, having an office at 901 Wellington Avenue, Elk Grove Village, Illinois 60007
("Landlord") and TV6 HOLDINGS, LLC, a Delaware limited liability company with an address
at 8051 Congress Avenue, Boca Raton, Florida 33487-1307 ("Tenant").
WHEREAS, Landlord and AT&T Wireless Services, Inc., a Delaware corporation
("AT&T") entered into a certain unrecorded Ground Lease Agreement, dated December 10, 1996
and last executed on January 3, 1997, as amended on December 10, 1996, on February 6, 2009, on
December 7, 2009 and on November 18, 2014, (collectively, the "Ground Lease") whereby
Landlord leased to AT&T a portion of that certain real property, located at 1060 Oakton Avenue,
Village of Elk Grove, County of Cook, State of Illinois (hereinafter, the "Property") and also
described in the Ground Lease for the construction and operation of a wireless communications
facility; and
WHEREAS, Tower Assets Newco IX LLC, a Delaware limited liability company,
successor in interest to AT&T and TV6-W, LLC, a Delaware limited liability company entered
into an Assignment and Assumption of Ground Lease dated January 1, 2014; and
WHEREAS, TV6-W, LLC, merged with and into Tenant effective June 8, 2015; and
WHEREAS, Landlord and Tenant desire and intend to, amend and supplement the Ground
Lease as provided herein.
Site Name: Elk Grove Fire Station to Elk Grove Fire Station Relo SBA
Site ID: IL17072-A to IL22745-S
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged, the parties hereto covenant, agree and bind themselves to the
following modifications to the Ground Lease:
1. Section 1.10 Property of the Ground Lease, is hereby deleted in its entirety and replaced
with the following:
1.10 Property
5,670 (70' x 8V) square feet of the certain real property with a common
address of, 70 Lively Blvd, Elk Grove Village, IL 60007, having a Property
Parcel ID: 08-22-303-010 (the "Property").
2. Section 1.14 Tenant's Address of the Ground Lease, is hereby deleted in its entirety and
replaced with the following:
1.14 Tenant's Address
TV Holdings, LLC
8051 Congress Avenue
Boca Raton, FL 33487-1307
RE: IL22745-5/ Elk Grove Fire Station Relo
Attn: Site Administration
Phone # - (561) 995-7670
3. Exhibit A to the Ground Lease is hereby deleted in its entirety and replaced with the revised
Exhibit A — Legal Description, attached hereto and made a part hereof.
4. Exhibit B to the Ground Lease is hereby deleted in its entirety and replaced with the revised
Exhibit B — Site Plan, attached hereto and made a part hereof.
5. This Amendment will be governed by and construed and enforced in accordance with the
laws of the State in which the Premises are located without regard to principles of conflicts of law.
6. This Amendment may be executed in counterparts, each of which shall be deemed an
original document, but all of which will constitute a single document. This document shall not be
binding on or constitute evidence of a contract between the parties hereto until such time as a
counterpart of this document has been executed by each party and a copy thereof delivered to each
other party of this Amendment.
7. Except as specifically set forth in this Amendment, the Ground Lease is otherwise
unmodified and remains in full force and effect and is hereby ratified and reaffirmed. In the event
of any inconsistencies between the Ground Lease and this Amendment, the terms of this
Amendment shall take precedence.
Site Name: Elk Grove Fire Station to Elk Grove Fire Station Relo SBA
Site ID: ILI7072-A to IL22745-S
8. Capitalized terms not defined in this Amendment will have the meaning ascribed to such
terms in the Ground Lease.
9. This Amendment shall be effective as of the date last executed below
[SIGNATURE PAGE(S) TO FOLLOW]
Site Name: Elk Grove Fire Station to Elk Grove Fire Station Relo S BA DI
Site ID: IL17072-A to IL22745-S
IN WITNESS WHEREOF, the parties have executed this Amendment as of the day and
year first above written.
WIT IESSES:
mt Name:
Print Name:
STATE OF
COUNTY OF
LANDLORD:
THE VILLAGE OF ELK GROVE VILLAGE,
an Illinois home rule municipal corporation
By:
Title:
Date:
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State
aforesaid and in the County aforesaid, to take acknowledgments, personally appeared
, as for THE VILLAGE OF ELK
GROVE VILLAGE, an Illinois home rule municipal corporation, to me known to be the person
described in and who executed the foregoing instrument and who acknowledged before me that he
executed the same in the capacity aforestated.
WITNESS my hand and official seal in the County and State last aforesaid the day
of , 2019.
Sign Name:
Print Name:
Notary Public
My Commission expires on:
Site Name: Elk Grove Fire Station to Elk Grove Fire Station Relo SBA
Site ID: IL17072-A to IL22745-S
WITNESSES:
Print Name:
Print Name:
STATE OF FLORIDA }
} .ss:
COUNTY OF PALM BEACH }
TENANT: TV6 HOLDINGS, LLC,
a Delaware limited liability company
By: Alyssa Houlihan
Title: Vice President, Site Leasing
Date:
I, , a notary public of Palm Beach County, Florida
CERTIFY that on this day, before me, an officer duly authorized in the State aforesaid and in the
County aforesaid, to take acknowledgments, personally appeared ALYSSA HOULIHAN, as Vice
President, Site Leasing of TV6 HOLDINGS, LLC, a Delaware limited liability company, to me
known to be the person described in and who executed the foregoing instrument and who
acknowledged before me that she executed the same in the capacity aforestated.
WITNESS my hand and official seal in the County and State last aforesaid the day
of 2019.
Sign Name:
Print Name:
Notary Public
Site Name: Elk Grove Fire Station to Elk Grove Fire Station Relo S BA 011
Site ID: ILI7072-A to IL22745-S
EXHIBIT - A
Legal Description
A portion of:
An interest in land, said interest being over a portion of the following described parent parcel:
Lot 77 in Higgin's Industrial Park Unit Number 50, being a subdivision in the South East 1/4 of
Section 22, Township 41 North, Range 11 East of the Third Principal Meridian, in Cook County,
Illinois.
And now more commonly described as:
Lot 7 on the Final Plat of Elk Grove Technology Park Resubdivision, being a subdivision of part
of the Southwest quarter of Section 22, Township 41 North, Range 11 East of the Third Principal
Meridian, in Cook County, Illinois, according to the Plat thereof recorded June 19, 2018 as
Document No. 1817016002.
AND BEING the same property conveyed to GB Elk Grove 1, LLC, a Delaware limited liability
company from 70 S. Lively Boulevard, LLC; an Illinois limited liability company by Special
Warranty Deed dated January 18, 2018 and recorded January 19, 2018 in Instrument No.
1801929119.
Tax Parcel No. 08-22-303-010
Initials:
Initials:
Site Name: Elk Grove Fire Station to Elk Grove Fire Station Relo S BA 011
Site ID: IL17072-A to IL22745-S
EXHIBIT - B
Site Plan
The Site shall consist of 5,670 (70' x 8V) square feet of ground space along with easement rights
for access to the Site and parking by vehicle, trucks, heavy machinery or foot from the nearest
public way and for the installation of utility wires, poles, cables, conduits and pipes on the Property
in the approximate locations as depicted below:
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Initials:
Initials:
Site Name: Elk Grove Fire Station to Elk Grove Fire Station Relo SBA ft
Site ID: IL17072-A to IL22745-S
Prepared by: Bianca Fraker
After recording return to: Rita Drinkwater
SBA Network Services, LLC
8051 Congress Avenue
Boca Raton, FL 33487
Ph: 1-800-487-7483 ext. 7872
Property Parcel ID: 08-22-303-010
MEMORANDUM OF GROUND LEASE AGREEMENT
THIS MEMORANDUM OF GROUND LEASE AGREEMENT (herein "Memorandum") is made this
day of , 2019, by and between THE VILLAGE OF ELK GROVE
VILLAGE, an Illinois home rule municipal corporation located in Cook and DuPage Counties, having an
office at 901 Wellington Avenue, Elk Grove Village, Illinois 60007 (herein "Landlord") and TV6 HOLDINGS,
LLC, a Delaware limited liability company, having a principal office located at 8051 Congress Avenue, Boca
Raton, Florida 33487-1307 (herein "Tenant").
WHEREAS, Landlord and Tenant are successors in interest to that certain unrecorded Ground
Lease Agreement, dated December 10, 1996 and last executed on January 3, 1997, as amended on
December 10, 1996, on February 6, 2009, on December 7, 2009, on November 18, 2014, and on
August , 2019 (hereinafter, collectively referred to as "Ground Lease") whereby Landlord leased to
Tenant a portion of the Property (as defined below). All terms used but not defined herein shall have the
meaning ascribed to them in the Ground Lease.
WHEREAS, Landlord and Tenant desire to enter into this Memorandum to give notice of said
Ground Lease, as amended, the relocation of the Site leased therein and all of its terms, covenants and
conditions to the same extent as if the same were fully set forth herein.
NOW, THEREFORE, for and in consideration of the sum of One Dollar ($1.00) and other good and
valuable consideration including the rents reserved and the covenants and conditions more particularly set
forth in the Ground Lease, Landlord and Tenant do hereby covenant, promise and agree as follows:
1. The Ground Lease provides in part that Landlord leases to Tenant approximately 5,670 (70' x 81')
square feet, as depicted in Exhibit "A" attached hereto (the "Leased Space") within the property commonly
known as 70 Lively Blvd., Elk Grove Village, County of Cook, State of Illinois, Property Parcel ID: 08-22-
303-010 with the legal description set forth in Exhibit "B" attached hereto (the "Property").
2. Tenant leases the Leased Space from Landlord, together with all easements for ingress, egress
and utilities as more particularly described in the Ground Lease, all upon the terms and conditions more
particularly set forth in the Ground Lease. The current Ground Lease term renews December 31, 2021,
and is subject to an additional five (5) 5-year renewal terms. The final Ground Lease expiration date, if all
renewal terms are exercised, will be December 31, 2046.
3. The sole purpose of this instrument is to give notice of said Ground Lease and all its terms,
covenants and conditions to the same extent as if the same were fully set forth herein. The Ground Lease
Site Name: Elk Grove Fire Station Relo
Site No: IL22745-S ISBA13
contains certain other rights and obligations in favor of Landlord and Tenant which are more fully set forth
therein.
4. Right of First Refusal. If at any time during the Term of the Ground Lease, Landlord receives a
bona fide written offer from a third person (the "Offer") to sell, assign, convey, lease, factor or otherwise
transfer or create any interest in the current or future Rent, the Ground Lease, the Leased Space or the
Premises, or any portion thereof, which Landlord desires to accept, Landlord shall first give Tenant written
notice (including a copy of the proposed contract) of such Offer prior to becoming obligated under such
Offer, with such notice giving Tenant the right to acquire the interest described in the Offer on the terms set
forth in the Offer. Tenant shall have a period of thirty (30) days after receipt of Landlord's notice and terms
to exercise Tenant's right of first refusal by notifying Landlord in writing. If Tenant has not exercised its
right of first refusal in writing to Landlord within such thirty (30) day period, the terms of the Offer will be
deemed rejected.
5.
6. The conditions, covenants and agreements contained in this instrument shall be binding upon and
inure to the benefit of the parties hereto, their respective heirs, executors, administrators, successors and
assigns for the Term of the Ground Lease and any extensions thereof. All covenants and agreements of
the Ground Lease shall run with the land.
Site Name: Elk Grove Fire Station Relo
Site No: IL22745-S [SBA'
Mi
IN WITNESS WHEREOF, the parties have executed this Memorandum as of the day and year first
)ove written.
WITNESSES:
Print Name
Print Name
STATE OF
COUNTY OF
LANDLORD:
THE VILLAGE OF ELK GROVE VILLAGE,
an Illinois home rule municipal corporation
By: _
Print:
Title:
Date:
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State aforesaid
and in the County aforesaid, to take acknowledgments, personally appeared
, as for THE VILLAGE OF ELK GROVE
VILLAGE, an Illinois home rule municipal corporation, to me known to be the person described in and who
executed the foregoing instrument and who acknowledged before me that he/she executed the same in the
capacity aforestated.
WITNESS my hand and official seal in the County and State last aforesaid the day of
2019.
Sign Name:
Print Name:
Notary Public
My Commission expires on:
3
Site Name: Elk Grove Fire Station Relo
Site No: IL22745-S S BA IDO
WITNESSES:
Print Name
Print Name
STATE OF FLORIDA }
}.Ss:
COUNTY OF PALM BEACH }
TENANT: TV6 HOLDINGS, LLC,
a Delaware limited liability company
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State aforesaid
and in the County aforesaid, to take acknowledgments, personally appeared ALYSSA HOULIHAN, AS
VICE PRESIDENT, SITE LEASING OF TV6 HOLDINGS, LLC, a Delaware limited liability company, to me
known to be the person described in and who executed the foregoing instrument and who acknowledged
before me that she executed the same in the capacity aforestated.
WITNESS my hand and official seal in the County and State last aforesaid the day of
, 2019.
Sign Name:
Print Name:
Notary Public
Site Name: Elk Grove Fire Station Relo
Site No: IL22745-S
My Commission Expires:
4
c)):
EXHIBIT A
The Leased Space shall consist of 5,670 (70' x 81') square feet of ground space along with easement rights for access
to the Leased Space by vehicle or foot from the nearest public way and for the installation of utility wires, poles,
cables, conduits and pipes on the Premises in the approximate locations as depicted below:
Site Name: Elk Grove Fire Station Relo
Site No: IL22745-S S BA
EXHIBIT B
LEGAL DESCRIPTION OF THE PREMISES
A portion of:
An interest in land, said interest being over a portion of the following described parent parcel:
Lot 77 in Higgin's Industrial Park Unit Number 50, being a subdivision in the South East 1/4 of Section 22,
Township 41 North, Range 11 East of the Third Principal Meridian, in Cook County, Illinois.
And now more commonly described as:
Lot 7 on the Final Plat of Elk Grove Technology Park Resubdivision, being a subdivision of part of the
Southwest quarter of Section 22, Township 41 North, Range 11 East of the Third Principal Meridian, in
Cook County, Illinois, according to the Plat thereof recorded June 19, 2018 as Document No. 1817016002.
AND BEING the same property conveyed to GB Elk Grove 1, LLC, a Delaware limited liability company
from 70 S. Lively Boulevard, LLC, an Illinois limited liability company by Special Warranty Deed dated
January 18, 2018 and recorded January 19, 2018 in Instrument No. 1801929119.
Tax Parcel No. 08-22-303-010
Site Name: Elk Grove Fire Station Relo
Site No: IL22745-S S BA wil