Sprint/United Management Company 6550 Sprint Parkway, KSOPHR0312-WKRES Overland Park, KS 66251

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1 Sprint/United Management Company 6550 Sprint Parkway, KSOPHR0312-WKRES Overland Park, KS Keith J. Thompson Manager Real Estate Enterprise Real Estate July 7, 2011 City Overland Park, Kansas Overland Park, KS Attn: City Manager Re: Master Lease Agreement between the City Overland Park, Kansas ( City ) and Sprint/United Management Company ( SUMC ) dated as December 1, 1997, as amended and supplemented (collectively, the Lease ) for premises located at 119 th Street and Nall Avenue, Overland Park, KS, commonly known as the Sprint Headquarters Campus. Ladies and Gentlemen: Sprint Nextel Corporation ( Sprint Nextel ) has determined it appropriate and in the best interests both Sprint Nextel and SUMC enter in a sublease with Alcatel Lucent USA Inc., a Delaware corporation, and would appreciate you confirming your consent SUMC s sublease Alcatel Lucent USA Inc. (the Sublessee ) a portion the real and personal property on the Sprint Headquarters Campus on such terms and for such period time as SUMC, Sprint Nextel and Alcatel Lucent USA Inc., may mutually agree (the Sublease ). In support the request for the consent the City Overland Park, Kansas in a form including the provisions attached on the following page, Sprint Nextel submits information about the Sublessee and about key parts the Sublease as identified on Attachment A this letter. Sprint Nextel, as sole owner all the outstanding Project Bonds (as defined in the Lease), has consented the Sublease. A copy that consent is attached this letter. In connection with the proposed Sublease, SUMC hereby reaffirms its duties and obligations under the Lease and confirms that SUMC will not be relieved any its duties or obligations as a result the Sublease. Sublessee acknowledges and agrees that it will comply with the terms and conditions the Lease and Sublease, and it will not assign, sublease or transfer the Sublease without the prior written consent the City except permitted successors as described in Attachment A. Yours sincerely, SPRINT/UNITED MANAGEMENT COMPANY By: Name: Title: ALCATEL LUCENT USA INC. By: Name: Title:

2 Page 2 July 7, 2011 Master Lease Agreement ACKNOWLEDGED AND AGREED: CITY OF OVERLAND PARK, KANSAS By: Name: Title Date:

3 Sublessee and description its business Alcatel Lucent USA Inc. is a Delaware Corporation with its headquarters at 600 Mountain Avenue, Murray Hill, NJ. It is the main US operating subsidiary Alcatel-Lucent, incorporated in France. Alcatel-Lucent provides products, solutions, and transformation services that enable service providers, enterprises, governments, and strategic industries deliver voice, data, and video communication services end-users worldwide. Alcatel-Lucent is the long-trusted partner service providers, enterprises, strategic industries and governments around the world. Alcatel-Lucent is a leader in mobile, fixed, IP and Optics technologies, and a pioneer in applications and services. Alcatel-Lucent includes Bell Labs, one the world's foremost centers research and innovation in communications technology. With operations in more than 130 countries and one the most experienced global services organizations in the industry, Alcatel-Lucent is a local partner with global reach. Alcatel-Lucent achieved revenues 16 billion in Permitted Uses The Sublease requires that the use the subleased premises will be limited general fice. Location subleased space A part the First Floor, 6130 Sprint Parkway, Overland Park, Kansas. Term and provisions sublease Five year term for approximately 9,962 square feet be effective shortly after consent is received from the City, with rent commencing September, 2011 (subject adjustment as set forth in the Sublease). Two, two-year renewal options exist. Provisions for Assignment and Transfer Sublease and Sub-Sublease Future assignments or transfers the sublease require the prior written consent the City except for transfers and assignments certain permitted successors by Alcatel Lucent USA Inc. (the Subtenant ), which permitted successors shall consist : Any parent company, subsidiary or affiliate Subtenant Any entity acquiring all or substantially all the assets or sck Subtenant Transfers permitted successors require 1) notification the City as outlined below; 2) certification that the permitted successor is bound by the permitted use provisions; and 3) certification that the successor in fact falls in one the categories permitted successor set forth above.

4 Continued (page 2) City Notification City Manager City Overland Park Overland Park, Kansas and City Atrney City Overland Park Overland Park, Kansas Sublessee s relocation and consolidation operations Alcatel Lucent USA Inc. currently operates at 126 locations throughout the United States including an fice at 7500 College Blvd., Overland Park, KS, which houses employees that will relocate the Sprint Campus. Alcatel-Lucent also maintains an fice within the metropolitan area at W 98th Street, Lenexa, KS. New jobs the City Overland Park and Johnson County, Kansas 33 employees will reside in the 6130 Sprint Parkway location in the first half 2011 with capacity for growth 38 employees. Existing location jobs The employees are currently located at 7500 College Blvd., Overland Park, KS. Description Sublessee s planned jobs The new positions will primarily be Sales positions. The average salary is estimated be approximately $70K. Nature tenant improvements or additional investments by Sublessee SUMC will build out the space accommodate Alcatel employees with fices and a conference room.

5 Continued (page 3) Implementation Sublease and Sublessee s operations Alcatel will relocate its existing operations and employees when the tenant improvement/build out is complete. The initial project plan targets facility occupancy for September, 2011 with relocation 33 employees moving in the facility. Contingencies City approval; SUMC and Alcatel Lucent USA Inc. mutually agreeing upon and fully signing a Sublease Agreement. Inter-relationship Sublessee with Sprint s Headquarters Campus occupancy goals and telecommunications business. Alcatel Lucent USA Inc. is a very solid pressional company. It is a vendor Sprint and maintains policies that require ethical conduct and prohibit violation contract rights and laws thereby minimizing risk employee transfers between the companies.