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HomeMy WebLinkAboutRESOLUTION - 17-16 - 5/24/2016 - Ground Lease Agreement SBA 2012 TC AssetsRESOLUTION NO. 17-16 A RESOLUTION AMENDING RESOLUTIONS 25-00,35-00,57-09 AND 33-10 AND AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE A FIRST AMENDMENT TO GROUND LEASE AGREEMENT BETWEEN THE VILLAGE OF ELK GROVE VILLAGE AND SBA 2012 TC ASSETS, LLC (1751 GREENLEAF AVENUE) 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: FIRST 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 document 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 24th day of May 2016. APPROVED this 24th day of May 2016. APPROVED: Mayor Craig B. Johnson Village of Elk Grove Village ATTEST: Judith M. Keegan, Village Clerk Site Name: 1751 Greenleaf- Elk Grove PW Site Business Unit No. 817009 Prepared by: Joanne Beaulieu After recording return to: Khreshmore Spence SBA Network Services, LLC 8051 Congress Avenue Boca Raton, FL 33487-2797 Ph: 1-800-487-7483 ext. 7795 Parcel ID: 08-35-104-077-8001& 08-35-104-077-8002 FIRSTAMENDMENT TO GROUND LEASE AGEEMENT This First Amendment to Ground Lease Agreement ("Amendment") is made this day of _ , 2016 by and between SBA 2012 TC ASSETS, LLC, a Delaware limited liability company ("Tenant") and the Village of Elk Grove Village, an Illinois municipal corporation ("Landlord"). RECITALS WHEREAS, Landlord and Nextel West Corp., a Delaware corporation d/b/a Nextel Communications entered into that certain Ground Lease Agreement, dated September 12, 2000, as evidenced by that certain Memorandum of Agreement recorded November 3, 2009, as Document #0930749001, and ultimately assigned to Tenant Mda TowerCo Assets LLC, a Delaware limited liability company, pursuant to that certain Assignment and Assumption of Ground Lease recorded October 30, 2008, as Document #0830403066, both of the Recorder of Deeds of Cook County, Illinois, as amended and assigned (collectively, "Lease") for Tenant's use of a portion of the real property ("Premises") located at 1751 Greenleaf Avenue, Elk Grove Village, IL 60007, being more particularly described in Exhibit "A attached hereto; and WHEREAS, Landlord and Tenant wish to further amend the Lease to reflect the agreements set forth herein. NOW, THEREFORE, in consideration of the above and pursuant to the terms set forth under the Lease, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: 1. Section 1.11 Premises shall be deleted and replaced in its entirely as follows: Landlord hereby leases to Tenant approximately thirty-seven by forty-five (37 x 45) square feet of Land and all access and utility easements (the "Premises") as described in Exhibit "B" attached hereto. 2. Section 2.2 Option to Extend is hereby amended as follows: In addition to the renewal terms as referenced in the Lease, the Lease his hereby amended to include four (4) additional successive terms of five' (5) years each (each an "Additional Renewal Term"). Each Additional Renewal Term shall be automatically extended unless Tenant notifies Landlord of its intention not to renew 1 IL46471 Higgins Par 00094172-v8 Site Name: 1751 Greenleaf— Elk Grove PW Site Business Unit No. 817009 the Lease, at least sixty (60) days prior to the commencement of the succeeding Additional Renewal Term. The first Additional Renewal Term shall commence on October 1, 2025. The new final Lease expiration date will be September 30, 2045. 3. Section 2.3 Paragraph (C) Rent During Extension Term shall be deleted and replaced in its entirety as follows: The rent and annual increments thereof, shall be subject to renegotiating by the parties on October 1, 2035, provided the Lease is so extended. In the event the parties are unable to agree upon new terms within thirty (30) days after October 1, 2035, 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. 4. The Lease is hereby amended by adding Section 2.5 Sublease as follows: Tenant may sublease a portion of the Premises to T-Mobile ("Third Subtenant") upon such terms and conditions as Tenant and Third Subtenant shall agree. 5. The Agreement is amended by adding Section 2.6 Additional Rent as follows: Tenant shall pay Landlord, in addition to the Rent required by the Agreement, the amount of One Thousand Dollars and No/100 ($1,000.00) per month ("Second Additional Rent") for the sublease of a portion of the Premises to Third Subtenant. The Second Additional Rent shall be in addition to the Additional Rent provided for in the Modification Agreement, dated June 15, 2010 and shall be effective upon commencement of rent payments by Third Subtenant to Tenant. The Second Additional Rent shall increase four percent (4%) per year on October 1 of each subsequent year, beginning in 2017, and shall cease upon the earlier of. (i) the termination of the Agreement, or (ii) Third Subtenant's termination of operations and removal of all of its equipment from the Premises. 6. The Agreement is amended by adding Section 2.7 Capital Contribution as follows: In consideration of Landlord's extension of the renewal terms and Landlord's approval of the sublease of a portion of the Premises to Third Subtenant as set forth above, Tenant will pay to Landlord an additional one-time capital contribution in the amount of Fifteen Thousand Dollars ($15,000.00) for the full execution of this Amendment payable within sixty (60) days of the execution of this Amendment. 7. The Lease is amended by adding Section 5.1 Regulations on Subtenants as follows: Nothing in Section 5 shall be construed as to permit the addition of a subtenant onto the leased Premises without approval and economic considerations as negotiated with Landlord. 8. The Lease is hereby amended by adding Section 5.2 Equipment Shelter as follows: 2 IL46471 Higgins Par 00094172 - v8 Site Name: 1751 Greenleaf— Elk Grove PW Site Business Unit No. 817009 Third Subtenant has proposed the construction of an equipment shelter with external dimensions of approximately ten feet by twenty feet (10' x 20'). The shelter shall be constructed to match, inasmuch as is possible, the material and color of the existing equipment shelters on Tenant's property. The equipment shelter shall be located in the Premises as indicated in Exhibit "B" attached hereto. 9. Section 23 Notices, of the Lease is hereby amended as follows: If to Tenant: SBA 2012 TC Assets, LLC Attn: Site Administration 8051 Congress Avenue Boca Raton, FL 33487-2797 Re: IL46471-A/14iggins Park 10. 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. 11. Irrespective of whether the transaction contemplated by this Amendment is consummated, Landlord and Tenant each will pay its own out-of-pocket expenses. 12. Capitalized terms not defined in this. Amendment will have the meaning ascribed to such terms in the Agreement. 13. Except as specifically set forth in this Amendment, the Agreement is otherwise unmodified and remains in full force and effect and is hereby ratified and reaffirmed. In the event of any inconsistencies between the Agreement and this Amendment, the terms of this Amendment shall take precedence. 14. This Amendment may be executed in one or more counterparts, and by the different parties hereto in separate counterparts, each of which when executed shall be deemed to be an original but all of which taken together shall constitute one and the same Amendment. 15. Tenant has the right to record this Agreement. [Remainder of page intentionally left blank. Signatures on following page.] 3 IL46471 Higgins Par 00094172 v8 Site Name: 1751 Greenleaf— Elk Grove PW Site Business Unit No. 817009 The parties have executed this Amendment as of the effective date. IN WITNESS WHEREOF, the parties have executed this Amendment as of the day and year first above written. WITNESSES: LANDLORD: VILLAGE OF ELK GROVE VILLAGE, an Illinois municipal corporation By: Craig B. Johnson Print Name: Print Name: Craig B. Johnson Title: Mayor Print Name: STATE OF ILLINOIS COUNTY OF I, the undersigned Notary Public, do hereby certify that on the day of 2016, , as of the Village of Elk Grove Village, an Illinois municipal corporation, personally appeared before me and being first duly sworn by me severally acknowledged that he/she signed the foregoing document in the respective capacities therein set forth and declared that the statements therein contained are true. In Witness Whereof, I have hereunto set my hand and seal the day and year before written. Notary Public (NOTARY SEAL) 4 IL46471 Higgins Par 00094172-v8 Site Name: 1751 Greenleaf — Elk Grove PW Site Business Unit No. 817009 WITNESSES: TENANT: SBA 2012 TC ASSETS, LLC, a Delaware limited liability company Print Name: By: Alyssa Houlihan Director of Leasing Print Name: STATE OF FLORIDA COUNTY OF PALM BEACH The foregoing instrument was acknowledged before me on the day of , 2016 by Alyssa Houlihan, Director of Leasing of SBA 2012 TC Assets, LLC, a Delaware limited liability company, on behalf of the company and who is personally known to me. Notary Public Print Name: (NOTARY SEAL) My Commission Expires: 5 IL46471 Higgins Par 00094172 - v8 Site Name: 1751 Greenleaf — Elk Grove PW Site Business Unit No. 817009 EXHIBIT «A„ Legal description to be incorporated upon receipt of final survey. SITUATE IN THE COUNTY OF COOK, AND STATE OF ILLINOIS: THE WEST 110 FEET OF THE EAST 55 3. 10 FEET OF LOT 19 IN CENTEX INDUSTRIAL PARK UNIT NUMBER 4, BEING A SUBDIVISION IN SECTION 35, TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, IN COOK COUNTY, ILLINOIS. LESS AND EXCEPTING: SITUATED IN THE COUNTY OF COOK IN THE STATE OF ILLINOIS, TO -WIT: PARCEL NO. 24 (BUSSE ROAD), THE LEGAL DESCRIPTION OF SAID PARCEL BEING AS FOLLOWS: THE NORTH 20 FEET OF THE WEST 110 FEET OF THE EAST 553.10 FEET OF LOT 19 IN CENTEX INDUSTRIAL PARK UNIT 4, BEING A SUBDIVISION IN SECTION 35, , TOWNSHIP 41 NORTH, RANGE 11, EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO PLAT OF SAID 'CENTEX INDUSTRIAL PARK UNIT NUMBER 4, REGISTERED IN THE OFFICE OF THE REGISTRER OF TITLES OF COOK COUNTY, ILLINOIS ON NOVEMBER 2, 1959,AS DOCUMENT NUMBER 1894159. 6 IL46471 Higgins Par 00094172-v8 Site Name: 1751 Greenleaf- Elk Grove PW Site Business Unit No. 817009 EXHIBIT «B„ Legal description to be incorporated upon receipt of final survey 9 yg N Ei 4 ry+ 3 � $ ...._.yap 4Xb...,..., tae ..i 1 �w X41 # G s4dm Flu! a a 6� a R -:. lit � } 83M Wt , « k ftif 7 IL46471 Higgins Par 00094172-v8