Village Manager s Office SUBJECT: Consideration of a Resolution authorizing a Second Lease Amendment with T-Mobile Central LLC to construct a new monopole at 1215 Waukegan Road (Fire Station #6) in order to install new telecommunications equipment AGENDA ITEM: 9.b.ix MEETING DATE: October 7, 2014 VILLAGE BOARD REPORT TO: Village President and Board of Trustees FROM: Don Owen, Deputy Village Manager, (847) 904-4478 Julie Gray, Assistant to the Director of Public Works (847) 904-4382 THROUGH: Todd Hileman, Village Manager PURPOSE AND ACTION REQUESTED: Staff is requesting Village Board consideration of a Resolution authorizing a Second Lease Amendment with T-Mobile Central LLC to construct a new monopole at 1215 Waukegan Road (Fire Station #6) in order to install new telecommunications equipment. BACKGROUND/DISCUSSION: The existing monopole was constructed by Verizon, formerly Ameritech Mobile, in 1994 as part of a 20 year lease agreement. Ownership of the tower was transferred to the Village after the construction of the monopole was completed. In January, 2006 the Village Board approved the initial lease agreement for collocation with T-Mobile for an initial term of five (5) years with the right to extend the terms of the agreement for an additional two (2) five (5) year periods. The first amendment modified the original location of tenant s facilities and accurately depicted the new location. The proposed second amendment is being prompted by the demolition of the former Police Station and construction of the new Fire Station #6 at 1215 Waukegan Road. Initially it was though that the existing monopole could remain in its current location. However, this is not the case for two separate reasons. First, the existing monopole must be relocated so that the property line between the 1215 parcel and the 1225 parcel along Waukegan Road will not have to deviate to the north in order to include the current location or footprint of the tower. The Village has been advised that having a more 1
rectangular parcel, that does not have to jog to accommodate the monopole s current location, could make the 1225 parcel more attractive to potential buyers. Second, it has been brought to the Village s attention by the current lease holders that the existing monopole is not capable of carrying the additional loads needed to upgrade the lessees equipment as future technology dictates. The structural failings of the existing monopole have been confirmed by licensed, independent structural engineers. For these reasons, it is advantageous that the monopole be replaced. As part of the proposed second amendment, the newly constructed tower, the ground equipment for T-Mobile and the ground equipment of no less than one future carrier, will be entirely located on the Fire Station #6 parcel inside the enclosures already approved by the Village Board as part of the fire station s construction project (see Attachment A). Additionally, since the new monopole will be constructed within close proximity to the existing monopole, and will not exceed the overall height of the existing monopole, the carriers have confirmed with the Federal Communications Commission (FCC) and the Federal Aviation Administration (FAA) that it is not necessary to recertify this location as an approved area for the placement of a cellular monopole. In addition to the changes to the legal description of the leased property, the amendment requires that T-Mobile demolish the existing monopole and construct a new 110 foot monopole at its sole expense. Upon completion of the new monopole and installation of T-Mobile s equipment, ownership of the new monopole will be transferred to the Village of Glenview. Additionally, as part of the second lease amendment, T-Mobile will be entitled to charge two (2) additional third party collocators up to one-half of its construction costs, not to exceed $200,000.00. However, in the event that Verizon does not renew its lease with the Village of Glenview, or an alternate carrier does not collocate on the new monopole after six (6) months, the Village will abate rent paid by T-Mobile of up to 50 percent (50%) of the capped construction costs, not to exceed $100,000.00. Conversely, should a new cellular carrier enter into an agreement with Village to collocate on the new monopole during the five year abatement period, T-Mobile shall refund to the Village all abatements it has granted thus far. Furthermore, if Verizon does not remove its equipment from the existing monopole within six months of the completion of the new monopole, T-Mobile will remit to the Village one-half of the reasonably estimated restoration costs to pay for the removal and disposal of the existing monopole and to restore and grade the area beneath the existing monopole. Upon remittance, T-Mobile will have no further obligation to remove or dispose of the existing monopole or to restore the area. Staff has worked closely with the Village Attorney s office to establish the terms of the proposed second lease amendment (Attachment B) and has carefully considered the structural and environmental impact of this amendment. Therefore, staff will ensure that the lease holder complies with all applicable standards as provided by Chapter 78 which requires all lessees submit for a building permit and comply with all local, state, and 2
federal building and safety standards. Compliance is therefore confirmed through the permitting process. BUDGET: The lease payment schedule includes the initial five (5) year term, plus five (5) separate five (5) year renewal terms. If rent is not abated within the first term of the agreement, rent amounts will continue as established by the initial agreement with the FY 2015 annual payment equaling $42,993.51 and increasing each year thereafter at a rate of five percent per year. RECOMMENDATION: Staff recommends the Board s approval of a Resolution authorizing a Second Lease Amendment with T-Mobile Central LLC to construct and install telecommunications equipment on a new monopole at 1215 Waukegan Road (Fire Station #6) contingent upon: Construction plans to be reviewed and approved by Village staff; and Stamped plans approved by a structural engineer detailing how the antenna(s) will be attached to the monopole ATTACHMENTS: A. Site plan B. Proposed Second Amendment C. Resolution 3
ATTACHMENT A 4
- EXISTING PARKING ACCESS ROAD 20' SCALE 1" = 0 10' 20' 40' EXISTING BUILDING EXISTING DEVELOPED AREA FOR TELCOM. ASPHALT PARKING AREA ASPHALT PARKING AREA ASPHALT PARKING AREA 8550 BRYN MAWR AVENUE, SUITE 100 CHICAGO, ILLINOIS 60631 PROPOSED 8' WIDE UTILITY EASEMENT EXISTING MONOPOLE TOWER EXISTING GARAGE BUILDING PROPOSED 110' HIGH REPLACEMENT MONOPOLE TOWER PROPOSED 15' x 12' TOWER AREA PROPOSED 15' x 21' T-MOBILE LEASE AREA EXISTING UNDERGROUND CONDUIT CB 30' OFFSET OF EXISTING TELICOM. DEVELOPED AREA PROPOSED 15' x 21' VERIZON WIRELESS LEASE AREA EXISTING POWER POLE (TYP.) REVISIONS NO. DESCRIPTION DATE BY ISSUED FOR REVIEW 09/15/14 TJS APPROXIMATE LOCATION OF EXISTING / ABANDONED BUILDING FOUNDATION WALL APPROXIMATE LOCATION OF EXISTING WATERMAIN PROPOSED 8' WIDE UTILITY EASEMENT APPROXIMATE LOCATION OF EXISTING CONDUIT RUN LOC. #126702 GLENVIEW FIRE DEPARTMENT TOWER RELO OPERATES 24 HOURS A DAY 365 DAYS A YEAR 1215 WAUKEGAN ROAD GLENVIEW, IL 60025 ILLINOIS ONE CALL SYSTEM CALL JULIE TOLL FREE 1(800) 892-0123 48 HOURS BEFORE YOU DIG DRAWN BY: CHECKED BY: DATE: PROJECT #: SHEET TITLE TJS TAZ 09/15/14 1427 LOCATION PLAN 1 LOCATION PLAN SCALE: 1" = 20' SHEET NUMBER LP
REVISIONS 8550 BRYN MAWR AVENUE, SUITE 100 CHICAGO, ILLINOIS 60631 NO. DESCRIPTION DATE BY SCALE 1" = 5' - 14'± 8'± 8' 5'± 5'± 0 2.5' 5' 10' 11'± ASPHALT PARKING AREA 8' 10' SITE DIMENSION PLAN 16.43' EXISTING DEVELOPED AREA FOR TELCOM. EXISTING UNDERGROUND CONDUIT 30' OFFSET OF EXISTING TELICOM. DEVELOPED AREA PROPOSED VERIZON WIRELESS ICE BRIDGE TO BE MOUNTED ON BLOCK WALL NORTH OF T-MOBILE PLATFORM PROPOSED 8' WIDE UTILITY EASEMENT PROPOSED 4' x 4' BACKBOARD FOR FIBER TERMINAL. EXISTING CONDUIT STUB FOR FIBER PROPOSED 15' x 12' TOWER AREA PROPOSED 110' HIGH REPLACEMENT MONOPOLE TOWER PROPOSED ICE BRIDGE EXISTING CONCRETE BLOCK WALL PROPOSED (3) GANG METER. EXISTING CONDUIT STUB FOR POWER PROPOSED 15' x 21' LESSEE LEASE AREA ISSUED FOR REVIEW 09/15/14 TJS LOC. #126702 GLENVIEW FIRE DEPARTMENT TOWER RELO OPERATES 24 HOURS A DAY 365 DAYS A YEAR PROPOSED T-MOBILE 8' x 12' EQUIPMENT PLATFORM. CB 1215 WAUKEGAN ROAD GLENVIEW, IL 60025 ILLINOIS ONE CALL SYSTEM CALL JULIE TOLL FREE 1(800) 892-0123 48 HOURS BEFORE YOU DIG CB PROPOSED 15' x 21' T-MOBILE LEASE AREA APPROXIMATE LOCATION OF EXISTING / ABANDONED BUILDING FOUNDATION WALL PROPOSED VERIZON WIRELESS EQUIPMENT SHELTER. PROPOSED ELECTRIC HANDHOLE ABOVE EXISTING POWER CONDUIT (TO RE-ROUTER POWER FEED) APPROXIMATE LOCATION OF EXISTING CONDUIT RUN APPROXIMATE LOCATION OF EXISTING WATERMAIN DRAWN BY: CHECKED BY: DATE: PROJECT #: SHEET TITLE SITE PLAN TJS TAZ 09/15/14 1427 1 SITE PLAN SCALE: 1" = 5' PROPOSED 8' WIDE UTILITY EASEMENT SHEET NUMBER C-1
OVERALL HEIGHT OF PROPOSED MONOPOLE TOWER & LIGHTNING ROD - 114' A.G.L. HEIGHT OF PROPOSED MONOPOLE TOWER - 110' A.G.L. DISTANCE TO CENTER OF PROPOSED T-MOBILE ANTENNAS - 107' A.G.L. DISTANCE TO CENTER OF PROPOSED LESSEE ANTENNAS - 97' A.G.L. EXISTING CONCRETE BLOCK WALL 1 SOUTH ELEVATION SCALE: 1/8" = 1'-0" ± PROPOSED 4' HIGH LIGHTNING ROD PROPOSED T-MOBILE ANTENNAS MOUNTED ON PLATFORM @107' 10' TALL FUTURE VILLAGE WHIP ANTENNA AT VERIZON PLATFORM PROPOSED LESSEE ANTENNAS MOUNTED ON PLATFORM @97' FUTURE 20' ANTENNA FOR VILLAGE PROPOSED 110' HIGH REPLACEMENT MONOPOLE TOWER PROPOSED ICE BRIDGE PROPOSED T-MOBILE EQUIPMENT PLATFORM. PROPOSED ICE BRIDGE PROPOSED VERIZON WIRELESS EQUIPMENT SHELTER. EXISTING GRADE LOC. #126702 GLENVIEW FIRE DEPARTMENT TOWER RELO 1215 WAUKEGAN ROAD GLENVIEW, IL 60025 DRAWN BY: TJS CHECKED BY: TAZ DATE: 09/15/14 PROJECT #: 1427 SHEET TITLE SITE ELEVATION SHEET NUMBER ANT-1 REVISIONS NO. DESCRIPTION DATE BY - ISSUED FOR REVIEW 09/15/14 TJS 8550 BRYN MAWR AVENUE, SUITE 100 CHICAGO, ILLINOIS 60631
ATTACHMENT B 5
SECOND AMENDMENT TO LEASE AGREEMENT This Second Amendment to Lease Agreement ( Second Amendment ) is made effective the day of, 2014, by and between T-Mobile Central LLC, a Delaware limited liability company ( Tenant ) and the Village of Glenview, an Illinois home rule municipal corporation ( Landlord ), Tenant and Landlord are herein collectively referred to as the Parties. RECITALS WHEREAS, Tenant and Landlord entered into that certain Lease Agreement which was fully executed on January 11, 2006 ( Agreement ), pursuant to which Tenant leased a portion of the Leased Property as therein defined located at 1215 Waukegan Road, Glenview, Illinois which property is owned by Landlord; WHEREAS, Tenant and Landlord entered into that certain First Amendment to Lease Agreement dated August 8, 2006 ( First Amendment ), to modify the original location of the Tenant Facilities and to replace Exhibit C attached to the Agreement with a Revised Exhibit C to accurately reflect the new location; WHEREAS, Landlord hereby represents that the Monopole upon which Tenant is co-located sits on a portion of the Leased Property that Landlord no longer intends to use for a municipal purpose; WHEREAS, Landlord desires for Tenant to demolish the existing Monopole and for Tenant to construct a new foundation and one hundred ten foot (110 ) tall monopole, together with related improvements (collectively the Replacement Monopole ) on another portion of the Leased Property that Landlord intends to continue using for a municipal purpose (the Station 6 Area ) for the remainder of the Term of the Agreement, as extended hereby; WHEREAS, Tenant is willing to demolish the existing Monopole and to construct the Replacement Monopole on the Station 6 Area pursuant to the terms and conditions set forth herein; and WHEREAS, Tenant and Landlord desire to extend the Term of the Agreement as set forth herein. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Incorporation of Recitals. The foregoing Recitals are expressly made a part of this Second Amendment and are incorporated herein by this reference as if fully set forth in the body of hereof. 2. Restoration and Relocation: Landlord has requested that Tenant remove and dispose of the existing Monopole on the Leased Property and restore the land upon 6
which the foundation of the existing Monopole sits to a grade and condition similar to the land surrounding the existing Monopole (collectively, the Restoration ). Landlord has further requested that Tenant install the Replacement Monopole at the Station 6 Area in accordance with the plans and specifications attached hereto and incorporated herein by this reference as Attachment No. 1 (the Relocation ). Tenant is willing to perform the Restoration and the Relocation subject to and conditioned upon all of the following terms and conditions which Landlord, by its duly authorized signature below, hereby agrees and consents to: a. Landlord shall: (i) obtain, at its sole cost and expense, the prior written consent of any and all other occupants of the existing Monopole acknowledging and consenting to the Restoration and Relocation as described herein pursuant to the terms set forth in this Second Amendment; including but not limited to the removal by Tenant of the existing Monopole as anticipated herein and shall provide copies of such consents to Tenant prior to Tenant commencing the Restoration or Relocation; and (ii) require, without cost or expense to Tenant, all other occupants of the existing Monopole to remove their respective equipment therefrom promptly after completion of the installation of the Replacement Pole. Landlord and Tenant, acknowledge that Tenant s obligation to remove and dispose of the existing Monopole is conditioned upon the prior removal of all other occupants equipment therefrom. In relation to the foregoing, it is the intent of the Parties that the Replacement Monopole will be fully installed by Tenant prior to Tenant s obligation to remove the existing Monopole so that the occupants (including Tenant) of the existing Monopole can install replacement equipment on the Replacement Pole first; thereby minimizing any interruption in the services provided by such occupants as much as is reasonably feasible. In the event all of the equipment of the other occupants of the existing Monopole is not fully removed from the existing Monopole within six (6) months of the completion of the installation of the Replacement Monopole, Tenant shall, within sixty (60) days, thereafter, remit to Landlord one-half of the reasonably estimated Restoration costs to remove and dispose of the existing Monopole and to restore and grade the area beneath the existing Monopole as required herein, and, upon remittance of such payment, Tenant shall have no further obligation to remove or dispose of the existing Monopole nor to restore or grade the area beneath the existing Monopole. It shall be Landlord s sole responsibility to coordinate the removal of all other occupants equipment therefrom within the aforementioned six (6) month time frame. b. Landlord hereby indemnifies Tenant from and against any and all claims, damages, cost and expenses, including reasonable attorney fees, to the extent caused by or arising out of Landlord s failure to comply with Subsection 2(a) above. c. Landlord shall, by issuance of a Notice to Proceed, grant Tenant and its authorized contractors the right to install and construct the Replacement Monopole, including necessary access easements related thereto, at the location depicted on the Attachment No. 1 hereto; which is incorporated herein by this reference. 7
d. The Replacement Monopole shall be fully installed with the Tenant Facilities relocated thereon and commercially operational prior to Tenant s obligation to removal of the existing Monopole. Tenant covenants to remove and dispose of the existing Monopole and restore the land upon which the foundation of the existing Monopole sits to a grade and condition similar to the land surrounding the existing Monopole promptly after completion of the installation of the Replacement Monopole. e. Cost of performing the Restoration and Relocation shall be borne exclusively by Tenant subject to the following: (i) Tenant shall have no obligation to perform the Restoration nor the Relocation in the event that either: (i) review of a preliminary title report reveals prior recorded physical or other exceptions to the Station 6 Area that would, in Tenant s reasonable judgment, make installation of the Replacement Monopole at the designated location infeasible, and/or (ii) despite good faith efforts to do so, Tenant is unable to obtain all necessary permits, approvals and/or consents required to lawfully install and operate the Replacement Pole in the Station 6 Area as anticipated and described herein; including, but not limited to, necessary construction and zoning permits as well as any necessary authorizations stemming from regulatory reviews, FAA filings, and/or environmental testing. (ii) The parties acknowledge that those items noted on the Attachment No.1 to be provided or performed by the village have already been performed/provided at the sole cost and expense of the Landlord in support of the anticipated Replacement Monopole operations. Such work has included installing necessary electrical power and telecommunications conduit and stubs for use by all future users of the Replacement Monopole as indicated thereon. (iii) All work depicted on the Attachment No.1 shall (or has) be performed by the responsible Parties in a good and workmanlike manner without defect and shall be performed by licensed personnel in accordance with all applicable, laws, rules, code requirements and regulations of governmental authorities exercising jurisdiction thereof. (iv) As of the full execution hereof, Landlord hereby leases to Tenant those portions of the Property depicted on the Attachment No. 1 as may be reasonably necessary or desirable to perform the Relocation including all necessary and reasonable access and utility easements and staging areas. Upon completion of the Restoration and Relocation, the area leased by Tenant under the Agreement shall be only those areas depicted on the Attachment No. 1 hereto and/or that are otherwise occupied by Tenant s Antenna including, but not limited to, the ground based lease area noted as TMO Lease Area thereon, those portions of the Replacement Monopole to be occupied by Tenant s Antenna as depicted therein and, on a non-exclusive basis, reasonable access and utility easements and cable runs as depicted thereon. In accordance with the foregoing, effective as of the full 8
execution hereof, Section 1.7 of the Lease is hereby deleted in its entirety and replace in full with the following: 1.7 Leased Property. Landlord hereby leases to Tenant and Tenant shall have the exclusive right to use a certain parcel of land for construction and installation of a monopole antenna structure (the Replacement Monopole ) including necessary access easements related thereto. Following such installation, and the transfer of the Replacement Monopole to Landlord as described herein, Landlord hereby further leases to Tenant space on the Replacement Monopole (the Monopole Space ) for Tenant s exclusive use in installing, operating, modifying, upgrading, repairing, maintaining and removing antennas, antenna mounting equipment, connective cables and other ancillary equipment related thereto (collectively, the Antenna ). Landlord hereby further leases to Tenant and Tenant shall have the exclusive right to use an additional parcel of land adjacent to the Replacement Monopole for Tenant s base station equipment (the Compound ). In addition, Tenant shall have the nonexclusive right to run cables from the Compound to the Replacement Monopole, together with ingress, egress and utility access from the Compound to the Antenna, from the utility points of connection to the Compound and from the public right-of-way across the Leased Property to the Compound (collectively, the Easement Space ). The Monopole Space, the Compound, and the Easement Space are located on the east side of the Leased Property and are collectively referred to herein as the Leased Property, which Leased Property is a part of the real property owned by Landlord and legally described on Exhibit A, attached hereto and made a part hereof. (v) Effective as of the completion of the installation of the Replacement Monopole and the installation of Tenant s Antennas thereon in accordance herewith, the Exhibit C to the Agreement is hereby deleted in its entirety and replaced in full with the Attachment No. 1 attached hereto so that thereafter, all references in the Agreement to the Exhibit C shall mean and refer to the Attachment No.1 attached hereto. (vi) The Parties acknowledge that the Replacement Pole to be purchased and installed by Tenant shall be one hundred ten feet (110 ) high which, by its execution hereof, Landlord accepts and agrees is an adequate height. Upon completion of the installation of the Replacement Monopole, Tenant shall convey to Landlord all of its right, title and interest in and to the Replacement Monopole pursuant to a commercially reasonable and mutually acceptable Bill of Sale. Upon transfer of 9
ownership of the Replacement Monopole to Landlord, Landlord shall assume full right, responsibility and liability associated with the ownership, maintenance, management and/or repair thereof, including without limitation, the cost of maintenance and repair to the Replacement Monopole, tax liabilities and the cost of insuring the Replacement Monopole against casualty. To the extent permitted, Tenant shall also assign to Landlord all rights and interest that Tenant has or may have in any manufacturer s warranties and/or warranties given by the contractor engaged to construct the Replacement Monopole, if any. At Landlord s request, Tenant shall submit to Landlord all invoices as they relate the Relocation and/or the Restoration. (vii) Notwithstanding anything to the contrary contained herein, Landlord shall have the right to lease additional space on the Replacement Monopole to third parties ( Collocators ) provided doing so does not violate the terms and conditions nor the rights and privileges granted to Tenant as set forth in the Lease as amended hereby and provided that, as a condition precedent to any Collocator(s) using the Replacement Monopole, the first Collocator shall be required to reimburse Tenant for one-half (1/2) of any and all costs reasonably related to and/or arising from Tenant s performance of the Restoration and/or Relocation, whether or not at that time yet incurred, (the, One-Half Reimbursement Payment ). Similarly, in the event a second Collocator desires to use the Replacement Monopole, the second Collocator shall, as a condition precedent to its right to do so, be required to reimburse Tenant and the first Collocator for one-third (1/3) of any and all construction costs related to and/or arising from Tenant s performance of the Restoration and/or Relocation (the, One-Third Reimbursement Payment ). The One- Third Reimbursement Payment shall be divided equally between Tenant and the first Collocator. Failure by any Collocator to remit either the One- Half Reimbursement Payment or One-Third Reimbursement Payment, as appropriate, to Tenant shall act as a complete bar to any such Collocator s construction activities and/or operation on the Replacement Monopole and shall entitle Tenant as a third party beneficiary to any and all right or remedies available to it under this Agreement, at law and/or in equity. Notwithstanding anything to the contrary contained herein, Tenant s total reimbursement for Restoration and Relocation costs as provided for herein shall not exceed One Hundred Thousand and 00/100 Dollars ($100,000.00). (viii) The One-Half Reimbursement Payment and the One-Third Reimbursement Payment shall include all associated expenses related to or arising from the Relocation and the Restoration; including but not limited to costs, fees and expenses related to: purchasing the Replacement Pole and other improvements, construction, materials, installation, land restoration; disposal, regulatory fees and costs, environmental, Architectural & Engineering, plan production, permitting, zoning; utility 10
and resource costs incurred in the performance of the foregoing, title report procurement and/or review, internal costs associated with drafting, negotiating and/or reviewing this Second Amendment and other necessary documentation to facilitate the transactions described herein including reasonable attorneys fees. Notwithstanding the forgoing, the Parties acknowledge that each Collocator shall be separately responsible for the cost and expense of electrical and telecommunication utility charges related to its ongoing operations on the Replacement Monopole. (ix) In the event Tenant has not received the One-Half Reimbursement Payment within six (6) months of the completion of the installation of the Replacement Monopole, Landlord agrees to abate Rent paid by Tenant up to fifty percent (50%) of the Restoration and Relocation expenses (which expenses shall not exceed Two Hundred Thousand and 00/100 Dollars ($200,000.00) in equal amounts spread over the first Term (the Abatement Period ). In the event Tenant thereafter receives full payment of the One-Half Reimbursement Payment, Tenant shall, within forty-five (45) days thereafter, refund to Landlord all abatements Landlord granted Tenant and the ongoing Rent abatement, if still applicable, shall thereafter cease and rental payments shall recommence going forward at one hundred percent (100%) of the rental amount then due and payable under the Lease, partial months to be prorated. 3. As of the full execution of this Second Amendment, Section 1.8 of the Agreement is hereby deleted in its entirety and replaced with the following language: 1.8 Term. The initial term of this Lease shall commence upon the full execution of the Second Amendment hereto and shall expire at 11:59 P.M. on August 22, 2019 (the Initial Term ), plus four (4) additional and successive five (5) year periods (each, a Renewal Term ) which shall automatically renew unless Tenant provides Landlord with written notice of its intention not to renew at least ninety (90) days prior to the expiration of the Initial Term or applicable Renewal Term. The Initial Term together with all applicable Renewal Terms are together referred to in this Lease as the Term. Any prepaid unused portion of rental payments remitted to Landlord prior to the full execution of the Second Amendment shall be automatically applied to satisfaction of the rent due and payable hereunder as set forth in the Attachment 2 below. 4. Exhibit A of the Agreement is hereby deleted in its entirety and replaced with the Revised Exhibit A which is attached hereto and incorporated herein by this reference as Attachment No. 1. Any reference to Exhibit A in the Agreement hereafter shall refer to and mean the Revised Exhibit A attached hereto. 11
5. Exhibit B of the Agreement is hereby deleted in its entirety and replaced with the Revised Exhibit B, which is attached hereto and incorporated herein by reference as Attachment No. 2. Any reference to Exhibit B hereafter in the Agreement shall refer to and mean the Revised Exhibit B attached hereto. 6. Revised Exhibit C of the Agreement is hereby deleted in its entirety and is not replaced. Any reference to Exhibit C or Revised Exhibit C in the Agreement hereafter shall refer to the Revised Exhibit A attached hereto as Attachment No. 1. 7. Section 14.2.2 of the Agreement shall be amended to read as follows: 14.2.2 In the event Landlord either sells of leases the Leased Property and Landlord no longer uses the Leased Property for municipal purposes, Landlord has the right, in its sole and absolute discretion, to terminate this Lease on not less than one hundred eighty (180) days prior written notice to Tenant. In the event of termination by Landlord pursuant to this section in the Initial Term, Landlord shall reimburse Tenant for any unused portion of prepaid rent not applied to any portion of the Term as a result of such termination. Such reimbursement shall occur within sixty (60) days of the effective date of termination. In addition, in the event Landlord terminates this Lease prior to the expiration of the Initial Term, Landlord agrees to reimburse Tenant for thirty percent (30%) of the Restoration and/or Relocation costs (which costs are capped not to exceed Two Hundred Thousand and 00/100 Dollars ($200,000.00)) within sixty (60) days of the effective date of termination. In the event of termination by Landlord pursuant to this section prior to the expiration of the first Renewal Term, Landlord agrees to reimburse Tenant for fifteen percent (15%) of the Restoration and/or Relocation costs (which costs are capped not to exceed Two Hundred Thousand and 00/100 Dollars ($200,000.00)) within sixty (60) days of the effective date of termination. 8. The last sentence of Section 14.3 of the Lease is hereby deleted in its entirety and is not replaced. 9. Landlord warrants and represents that the consent or approval of no third party, including, without limitation, a lender, is required with respect to Landlord s execution of this First Amendment, or if any such third party consent or approval is required, Landlord has obtained any and all such consents or approvals. 10. This Second Amendment sets forth the entire agreement between the Parties with respect to the matters set forth herein. Except as modified by this Second Amendment, the Agreement shall remain in full force and effect and is ratified and 12
confirmed by the Parties. In the event of any inconsistency between the provisions of the Agreement and this Second Amendment, the latter provisions shall govern and control. 11. This Second Amendment has been prepared from a generic form intended for use with a variety of underlying lease forms containing a variety of defined and undefined terms. This Second Amendment shall be interpreted in a reasonable manner in conjunction with the Agreement. Unless expressly provided to the contrary herein: (a) terms defined herein shall have the meanings ascribed to them wherever used in this Second Amendment, (b) capitalized terms not otherwise defined herein shall have the meanings, if any, ascribed to them in the Agreement, and (c) non-capitalized, undefined terms herein shall be interpreted broadly and reasonably to refer to terms contained in the Agreement which have a similar meaning, and as such terms may be further defined therein. 12. The persons who have executed this Second Amendment represent and warrant that they are duly authorized to execute this Second Amendment in their individual or representative capacity as indicated IN WITNESS WHEREOF, the Parties hereto have caused this Second Amendment to be executed by their duly authorized representatives as of the date and year written above. LANDLORD: VILLAGE OF GLENVIEW, an Illinois home rule municipal corporation TENANT: T-MOBILE CENTRAL LLC, a Delaware limited liability company By: Date: James R. Patterson, Jr., President By: [Print Name of Person Signing] [Print Title of Person Signing] Date: 13
Attachment No. 1 to Second Amendment to Lease Agreement (Page 1 of 2) REVISED EXHIBIT A 14
Attachment No. 1 to Second Amendment to Lease Agreement (Page 2 of 2) REVISED EXHIBIT A (See Attached) 15
- EXISTING PARKING ACCESS ROAD 20' SCALE 1" = 0 10' 20' 40' EXISTING BUILDING EXISTING DEVELOPED AREA FOR TELCOM. ASPHALT PARKING AREA ASPHALT PARKING AREA ASPHALT PARKING AREA 8550 BRYN MAWR AVENUE, SUITE 100 CHICAGO, ILLINOIS 60631 PROPOSED 8' WIDE UTILITY EASEMENT EXISTING MONOPOLE TOWER EXISTING GARAGE BUILDING PROPOSED 110' HIGH REPLACEMENT MONOPOLE TOWER PROPOSED 15' x 12' TOWER AREA PROPOSED 15' x 21' T-MOBILE LEASE AREA EXISTING UNDERGROUND CONDUIT CB 30' OFFSET OF EXISTING TELICOM. DEVELOPED AREA PROPOSED 15' x 21' VERIZON WIRELESS LEASE AREA EXISTING POWER POLE (TYP.) REVISIONS NO. DESCRIPTION DATE BY ISSUED FOR REVIEW 09/15/14 TJS APPROXIMATE LOCATION OF EXISTING / ABANDONED BUILDING FOUNDATION WALL APPROXIMATE LOCATION OF EXISTING WATERMAIN PROPOSED 8' WIDE UTILITY EASEMENT APPROXIMATE LOCATION OF EXISTING CONDUIT RUN LOC. #126702 GLENVIEW FIRE DEPARTMENT TOWER RELO OPERATES 24 HOURS A DAY 365 DAYS A YEAR 1215 WAUKEGAN ROAD GLENVIEW, IL 60025 ILLINOIS ONE CALL SYSTEM CALL JULIE TOLL FREE 1(800) 892-0123 48 HOURS BEFORE YOU DIG DRAWN BY: CHECKED BY: DATE: PROJECT #: SHEET TITLE TJS TAZ 09/15/14 1427 LOCATION PLAN 1 LOCATION PLAN SCALE: 1" = 20' SHEET NUMBER LP
REVISIONS 8550 BRYN MAWR AVENUE, SUITE 100 CHICAGO, ILLINOIS 60631 NO. DESCRIPTION DATE BY SCALE 1" = 5' - 14'± 8'± 8' 5'± 5'± 0 2.5' 5' 10' 11'± ASPHALT PARKING AREA 8' 10' SITE DIMENSION PLAN 16.43' EXISTING DEVELOPED AREA FOR TELCOM. EXISTING UNDERGROUND CONDUIT 30' OFFSET OF EXISTING TELICOM. DEVELOPED AREA PROPOSED VERIZON WIRELESS ICE BRIDGE TO BE MOUNTED ON BLOCK WALL NORTH OF T-MOBILE PLATFORM PROPOSED 8' WIDE UTILITY EASEMENT PROPOSED 4' x 4' BACKBOARD FOR FIBER TERMINAL. EXISTING CONDUIT STUB FOR FIBER PROPOSED 15' x 12' TOWER AREA PROPOSED 110' HIGH REPLACEMENT MONOPOLE TOWER PROPOSED ICE BRIDGE EXISTING CONCRETE BLOCK WALL PROPOSED (3) GANG METER. EXISTING CONDUIT STUB FOR POWER PROPOSED 15' x 21' LESSEE LEASE AREA ISSUED FOR REVIEW 09/15/14 TJS LOC. #126702 GLENVIEW FIRE DEPARTMENT TOWER RELO OPERATES 24 HOURS A DAY 365 DAYS A YEAR PROPOSED T-MOBILE 8' x 12' EQUIPMENT PLATFORM. CB 1215 WAUKEGAN ROAD GLENVIEW, IL 60025 ILLINOIS ONE CALL SYSTEM CALL JULIE TOLL FREE 1(800) 892-0123 48 HOURS BEFORE YOU DIG CB PROPOSED 15' x 21' T-MOBILE LEASE AREA APPROXIMATE LOCATION OF EXISTING / ABANDONED BUILDING FOUNDATION WALL PROPOSED VERIZON WIRELESS EQUIPMENT SHELTER. PROPOSED ELECTRIC HANDHOLE ABOVE EXISTING POWER CONDUIT (TO RE-ROUTER POWER FEED) APPROXIMATE LOCATION OF EXISTING CONDUIT RUN APPROXIMATE LOCATION OF EXISTING WATERMAIN DRAWN BY: CHECKED BY: DATE: PROJECT #: SHEET TITLE SITE PLAN TJS TAZ 09/15/14 1427 1 SITE PLAN SCALE: 1" = 5' PROPOSED 8' WIDE UTILITY EASEMENT SHEET NUMBER C-1
OVERALL HEIGHT OF PROPOSED MONOPOLE TOWER & LIGHTNING ROD - 114' A.G.L. HEIGHT OF PROPOSED MONOPOLE TOWER - 110' A.G.L. DISTANCE TO CENTER OF PROPOSED T-MOBILE ANTENNAS - 107' A.G.L. DISTANCE TO CENTER OF PROPOSED LESSEE ANTENNAS - 97' A.G.L. EXISTING CONCRETE BLOCK WALL 1 SOUTH ELEVATION SCALE: 1/8" = 1'-0" ± PROPOSED 4' HIGH LIGHTNING ROD PROPOSED T-MOBILE ANTENNAS MOUNTED ON PLATFORM @107' 10' TALL FUTURE VILLAGE WHIP ANTENNA AT VERIZON PLATFORM PROPOSED LESSEE ANTENNAS MOUNTED ON PLATFORM @97' FUTURE 20' ANTENNA FOR VILLAGE PROPOSED 110' HIGH REPLACEMENT MONOPOLE TOWER PROPOSED ICE BRIDGE PROPOSED T-MOBILE EQUIPMENT PLATFORM. PROPOSED ICE BRIDGE PROPOSED VERIZON WIRELESS EQUIPMENT SHELTER. EXISTING GRADE LOC. #126702 GLENVIEW FIRE DEPARTMENT TOWER RELO 1215 WAUKEGAN ROAD GLENVIEW, IL 60025 DRAWN BY: TJS CHECKED BY: TAZ DATE: 09/15/14 PROJECT #: 1427 SHEET TITLE SITE ELEVATION SHEET NUMBER ANT-1 REVISIONS NO. DESCRIPTION DATE BY - ISSUED FOR REVIEW 09/15/14 TJS 8550 BRYN MAWR AVENUE, SUITE 100 CHICAGO, ILLINOIS 60631
Attachment No. 2 to Second Amendment to Lease Agreement REVISED EXHIBIT B 25 Year Lease with a 5% Escalator / No Rent Abatement YEAR Commencement / Anniversary Annual Lease Payment INITIAL TERM 2015 1 $ 42,993.51 2016 2 $ 45,143.19 2017 3 $ 47,400.34 2018 4 $ 49,770.36 2019 5 $ 52,258.88 FIRST TERM 2020 6 $ 54,871.82 2021 7 $ 57,615.42 2022 8 $ 60,496.19 2023 9 $ 63,521.00 2024 10 $ 66,697.05 SECOND TERM 2025 11 $ 70,031.90 2026 12 $ 73,533.49 2027 13 $ 77,210.17 2028 14 $ 81,070.68 2029 15 $ 85,124.21 THIRD TERM 2030 16 $ 89,380.42 2031 17 $ 93,849.44 2032 18 $ 98,541.91 2033 19 $ 103,469.01 2034 20 $ 108,642.46 FOURTH TERM 2035 21 $ 114,074.58 2036 22 $ 119,778.31 2037 23 $ 125,767.23 2038 24 $ 132,055.59 2039 25 $ 138,658.37 Totals $ 2,051,955.50 16
ATTACHMENT C 17
RESOLUTION NO. WHEREAS, the Village of Glenview (the Village ) is a home-rule municipality located in Cook County, Illinois; WHEREAS, T-Mobile Central LLC, having a mailing address of 12920 SE 38 th Street, Bellevue WA, 98006, ( T-Mobile ) is a tenant on a monopole owned by the Village, located at 1215 Waukegan Road (the Subject Property ); WHEREAS, due to the construction of the new Fire Station #6, the monopole must be relocated on the Subject Property; WHEREAS, the Village and T-Mobile have reviewed a certain Second Amendment to Lease Agreement dated as of, 2014 (the Second Amendment ), a copy which is attached hereto and incorporated herin by reference, regarding the construction and subsequent use by T-Mobile of the relocated monopole; and WHEREAS, the corporate authorities have determined that it is in the public interest to execute the Second Amendment. NOW, THEREFORE, BE IT RESOLVED, by the President and Board of Trustees of the Village of Glenview, as follows: That the President and Village Clerk are authorized to execute the Second Amendment to the Lease Agreement and any and all other documents necessary to consummate the transaction described therein. PASSED this day of October, 2014. AYES: NAYS: ABSENT: APPROVED by me this day of October, 2014. James R. Patterson, Jr., Village President of the Village of Glenview, Cook County, Illinois 18
ATTESTED and FILED in my office this day of October, 2014. Todd Hileman, Village Clerk of the Village of Glenview, Cook County, Illinois 19