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S-1517 - 12/12/2017 - AGREEMENT - Ordinances ORDINANCE 2017 TELECOM-TWR-S-1517 AN ORDINANCE APPROVING AN AMENDMENT TO A COMMUNICATION SITE LEASE AGREEMENT(GROUND) WITH SPRINTCOM, INC.A KANSAS CORPORATION WHEREAS, the Village of Oak Brook(the"Village") is an Illinois municipal corporation; and WHEREAS, SprintCom, Inc. a Kansas corporation d/b/a Sprint(the"Tenant"), is a corporate entity with a principal place of business at 6391 Sprint Parkway, Overland Park, Kansas 66251; and WHEREAS, Section 11-75-1 of the Illinois Municipal Code, 65 ILCS 5/11-75-1, authorizes the Village to lease the space above and around buildings located on land owned by the Village to any person for any term not exceeding 99 years; and WHEREAS, the Village has heretofore negotiated with the Tenant a certain lease (the"Lease") for the use of its monopole and defined property in and around the base of the monopole, on property commonly known as 1200 Oak Brook Road, Oak Brook, DuPage County, Illinois(the"Property")for the construction, operation and maintenance of Tenant's telecommunications facilities and appurtenant improvements; and WHEREAS, the Village is constructing a replacement monopole and desires to amend the Lease to cause the Tenant to relocate Tenant's Facilities onto the replacement monopole(the"Amendment"); WHEREAS, the Corporate Authorities find that the Lease and Amendment do not provide authority for Tenant to erect any permanent building on the Property which shall be considered a fixture thereon; and WHEREAS, the Corporate Authorities have reviewed the Lease and Amendment and find that granting the Amendment to the Tenant is in the best interest of and shall advance the health, safety and welfare of the Village of Oak Brook. NOW, THEREFORE, BE IT ORDAINED by the President and Board of Trustees of the Village of Oak Brook, DuPage County, Illinois, as follows: 1. Recitals. The President and Board of Trustees find the foregoing recitals to be true and correct and represent the purpose and intent of this Ordinance and as such are incorporated as though fully set forth herein. The President and Board of Trustees desire for this Ordinance to be liberally construed to most effectively accomplish the purpose and intent so described. 2. Lease. A copy of the Amendment is attached hereto as Exhibit A and incorporated as though fully set forth herein. The principal terms of the original Lease are as follows: Initial Term: 5 years No. of Renewal Terms: 3-5-year terms Initial Rent: $2000 per month Area of Leased Premises: 300 square feet. Ordinance 2017-TELECOM-TWR-S-1517 Amendment to Ground Lease With Sprint Page 2 of 3 3. Approval. The President and Board of Trustees hereby exercise the power and authority described in Section 11-75-1 to ratify the Lease and approve the Amendment and direct and authorize the President and Clerk to sign and attest such Amendment in the manner required by law. 4. This Ordinance shall become effective immediately upon passage and approval in the manner provided by law. APPROVED THIS 12th Day of December, 2017 Gopal G. Lalmalani Village President PASSED THIS 12th Day of December, 2017 Ayes: Trustees Mar, Cuevas, Manzo, Saiyed, Tiesenga, Yusuf Nays: None Absent: None ATTEST: Charlotte K. Pruss Village Clerk Ordinance 2017-TELECOM-TWR-S-1517 Amendment to Ground Lease With Sprint Page 3 of 3 EXHIBIT A AMENDMENT TO GROUND LEASE FOR COMMUNICATION PURPOSES WITH SPRINTCOM, INC.A KANSAS CORPORATION FIRST AMENDMENT TO COMMUNICATIONS SITE LEASE AGREEMENT THIS FIRST AMENDMENT TO CO1 DAUNICATIONS SITE LEASE AGREEMENT ("First Amendment"), dated as of the latter of the signature dates below (the "Effective Date"), is by and between the Village of Oak Brook, an Illinois municipal corporation, having a mailing address of 1200 Oak Brook Road, Oak Brook, Illinois 60523 ("Landlord") and SprintCom, Inc., a Kansas corporation, having a mailing address of 6391 Sprint Parkway,Overland Park,Kansas 66251 ("Tenant"). WHEREAS, Landlord and Tenant entered into an Communication Site Lease Agreement dated September 12, 2006 ("Agreement") whereby Landlord leased to Tenant certain premises ("Premises"), therein described, that are a portion of the property ("Property") located at 1200 Oak Brook Road, Oak Brook,in the County of DuPage,State-of-lliuoisfi0523;and------------ WHEREAS, Lessor and Tenant acknowledge that Verizon will construct a 120' monopole("Tower")to replace the existing tower("Existing Facility"); and WHEREAS, Landlord and Tenant agree to work in good faith to expediently relocate Tenant from the Existing Facility to the Tower; and WHEREAS Tenant shall incur costs of approximately Forty Thousand and 00/100 Dollars($40,000.00) for said relocation; and WHEREAS, Landlord and Tenant agree that Tenant's current leased ground space will not be altered by the relocation; and WHEREAS, Landlord and Tenant desire to amend the Agreement to modify the notice section thereof; and WHEREAS, Landlord and Tenant, in their mutual interest, further wish to amend the Agreement as set forth below accordingly: NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant agree that the recitals set forth above are incorporated herein as if set forth in their entirety and further agree as follows: 1. Rent. Rent shall abate until the abatement is equal to the lesser of(a)$40,000, or(b)the actual expenses directly attributable to relocating the equipment described in Exhibit 1 from the Existing Facility to the Tower.The abatement is intended only to alter the obligation of Tenant to pay Rent as shown on Exhibit 1,and it shall not alter the rent or escalation figures as set forth in the Option and Structure Lease Agreement. After the abatement period, rental payments shall again become due at the figures set forth in the Option and Structural Lease Agreement.Tenant shall deliver to Landlord written evidence of the relocation costs so the parties can confirm the value and schedule of the abatement. 2. Removal from Existing Facility. Tenant will remove all of its tower mounted equipment from the Existing Facility within 60 days of receipt of written Notice to Proceed from Landlord after Verizon has completed installation of Tower. 3. Relocation to Tower. Tenant shall receive substantially the same height on the Tower (Eighty Feet(80'))as it uses on the Existing Facility, subject to the final design of the Tower. 4. Tenant's Equipment Loading on Tower. Tenant shall be entitled to the equipment loading as reflected in Exhibit 2. 5. Notices. Section 19(e) of the Agreement is hereby deleted in its entirety and replaced with the following: NOTICES. All notices, requests, and demands hereunder will be given by first class certified or registered mail,return receipt requested, or by a nationally recognized overnight courier,postage prepaid, to be effective when properly sent and received, refused or returned undelivered. Notices will be addressed to the parties as follows. If to Tenant: Sprint Property Services Sprint Site ID: CH52XC461 Mailstop KSOPHT0101-Z2650 6391 Sprint Parkway Overland Park,Kansas 66251-2650 With copy to: Sprint Law Department Sprint Site ID: CH52XC461 Attn.: Real Estate Attorney Mailstop KSOPHTO 101-Z2020 6391 Sprint Parkway Overland Park,Kansas 66251-2020 If to Landlord: The Village of Oak Brook Attn: Village Manager 1200 Oak Brook Road Oak Brook, IL 60523 With a copy to: Ancel, Glink, Diamond, Bush,DiCianni &Krafthefer,P.C. 140 S. Dearborn, 6t'Floor Chicago, Illinois 60603 Attn: Village of Oak Brook Attorney Either party hereto may change the place for the giving of notice to it by thirty (30) days prior written notice to the other as provided herein. 6. Amendment to Memorandum of Lease. Either party will, at any time upon fifteen(15) days prior written notice from the other, execute, acknowledge and deliver to the other a recordable Amendment to Memorandum of Lease substantially in the form of the Attachment 1. Either party may record this memorandum at any time, in its absolute discretion. 7. Acknowledgement. Landlord and Tenant acknowledges that: 1)this First Amendment is entered into of the parties' free will and volition; and 2) the Parties have read and understand this First Amendment and the underlying Agreement and, prior to execution of this First Amendment, were free to consult with counsel of its choosing regarding the decision to enter into this First Amendment and to have counsel review the terms and conditions of this First Amendment. 8. Other Terms and Conditions Remain. In the event of any inconsistencies between the Agreement and this First Amendment, the terms of this First Amendment shall control. Except as expressly set forth in this First Amendment, the Agreement otherwise is unmodified and remains in full force and effect. Each reference in the Agreement to itself shall be deemed also to refer to this First Amendment. 9. Capitalized Terms. All capitalized terms used but not defined herein shall have the same meanings as defined in the Agreement. [SIGNATURES APPEAR ON NEXT PAGE] IN WITNESS WHEREOF, the parties have caused their properly authorized representatives to execute and seal this First Amendment on the dates set forth below. "LANDLORD" The Vill e of Oak Brook, an Illins�1c pomtion By: Name: r,,,g i r.- T.almalani Title: village President Date: December 1$, 2017 "TENANT" SprintCom, Inc.,, a Kansas corporation By: Its: Manager By: Name: Title: Date: [ACKNOWLEDGEMENTS APPEAR ON NEXT PAGE] TENANT ACKNOWLEDGEMENT STATE OF ) ss: COUNTY OF ) On the day of in the year 20_before me, the undersigned, a notary public in and for said state,personally appeared , personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s)or the person upon behalf of which the individual(s)acted, executed the instrument. Notary Public: My Commission Expires: LANDLORD ACKNOWLEDGEMENT CORPORATE ACKNOWLEDGEMENT STATE OF ILLINOIS ) ) ss: COUNTY OF DUPAGE ) I CERTIFY that on QbEGiAaiA- /�204 typal r.. Lalmalani [name of representative]personally came before me and acknowledged under oath that he or she: (a) is the Village President [title] of the Village of Oak Brook [name of corporation],the corporation named in the attached instrument, (b) was authorized to execute this instrument on behalf of the corporation and (c) executed the instrument as the act of the corporation. tary Public: My Commissi xpires: Y off/ D1 EXHIBIT 1 Rent Abatement Schedule Rent Period Abatement Amount 2/1/18-1/1/19 $34,218.17 2/1/19-3/1/19 $5,781.83 Total $40,000.00 EXHIBIT 2 Equipment Loading at Eight(80)feet EXHIBIT 3 Generator Drawing TBD ATTACHMENT 1 MEMORANDUM OF LEASE Prepared by and when recorded,return to: Re: Cell Site ;Cell Site Name: State: Illinois County:DuPage MEMORANDUM OF LEASE This Memorandum of Lease is entered into on this day of , 20_, by and between The Village of Oak Brook, an Illinois municipal corporation, having a mailing address of 1200 Oak Brook Road, Oak Brook, Illinois 60523 ("Landlord") and [Name of Tenant], having a mailing address of[Address of Tenant]("Tenant"). 1. Landlord and Tenant entered into an Communication Site Lease Agreement dated September 12, 2006, as amended by that certain First Amendment to Communication Site Lease Agreement (collectively, the "Agreement') for the purpose of installing, operating and maintaining a communications facility and other improvements. All of the foregoing are set forth in the Agreement. 2. The Agreement provided for an initial term of five (5) years that commenced on 20^and was subject to three(3)Extension Terms of five(5)years each. 3. The portion of the land being leased to Tenant (the "Premises") is described in Exhibit 1 annexed hereto. 4. This Memorandum of Lease is not intended to amend or modify, and shall not be deemed or construed as amending or modifying, any of the terms, conditions or provisions of the Agreement, all of which are hereby ratified and affumed. In the event of a conflict between the provisions of this Memorandum of Lease and the provisions of the Agreement, the provisions of the Agreement shall control. The Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, successors, and assigns, subject to the provisions of the Agreement. IN WITNESS WHEREOF, the parties have executed this Memorandum of Lease as of the day and year first above written. "LANDLORD" The Village of 9A Brook, an Illinois c. al co poratio G' By: Print Name: Gopal G. Lalmalani Its: Village President Date: "TENANT" SprintCom, Inc.,a Kansas Corporation By: Its: Manager By: Print Name: Its: Date: [ACKNOWLEDGEMENTS APPEAR ON NEXT PAGE] TENANT ACKNOWLEDGEMENT STATE OF ) ss: COUNTY OF ) On the day of in the year 20_before me, the undersigned, a notary public in and for said state,personally appeared . personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s) or the person upon behalf of which the individual(s)acted, executed the instrument. Notary Public: My Commission Expires: LANDLORD ACKNOWLEDGEMENT CORPORATE ACKNOWLEDGEMENT STATE OF ILLINOIS ) ss: COUNTY OF DUPAGE ) I CERTIFY that on 20Z� Gopal G. Lalmalani [name of representative]personally came before me and acknowledged under oath that he or she: (a) is the Village President [title] of the Village of Oak Brook [name of corporation],the corporation named in the attached instrument, (b) was authorized to execute this instrument on behalf of the corporation and (c) executed the instrument as the act of the corporation. tary Public: A. 1JAAj My Commission Expires: It I / EXHIBIT 1 DESCRIPTION OF PREMISES Page 1 of 1 Exhibit I to the Memorandum of Lease dated 20_, by and between The Village of Oak Brook, an Illinois municipal corporation, as Landlord, and [Name of Tenant], as Tenant. The Premises are described and/or depicted as follows: 4821-9912-6348,v. 1