HomeMy WebLinkAboutOrdinances - ORD-16-1782 - 03/07/2016 - Easement 1415 Industrial DriveORDINANCE NO. ORD-16-1782
AN ORDINANCE AUTHORIZING EXECUTION OF A GRANT OF EASEMENT AND ASSIGNMENT OF
LEASE AGREEMENT BETWEEN THE CITY OF MCHENRY AND GLOBAL SIGNAL ACQUISITIONS IV
LLC FOR PROPERTY LOCATED AT 1415 INDUSTRIAL DRIVE, IN THE CITY OF MCHENRY,
MCHENRY COUNTY, ILLINOIS
WHEREAS, the City of McHenry (y"), McHenry County, Illinois, is a home rule
municipality as contemplated under Article VII, Section 6, of the Constitution of the State of
Illinois, and the passage of this Ordinance constitutes an exercise of the City's home rule
powers and functions as granted in the Constitution of the State of Illinois; and
WHEREAS, the City is the grantor ("Grantor) and Global Signal Acquisitions IV LLC, A
Delaware Limited Liability Company is the grantee ("Grantee") in a Grant of Easement and
Assignment of Lease Agreement.
NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND CITY COUNCIL OF THE CITY
OF MCHENRY, MCHENRY COUNTY, ILLINOIS AS FOLLOWS:
SECTION 1: The Grant of Easement and Assignment of Lease Agreement bearing the
date March 7, 2016 between the Grantor and Grantee is hereby approved. A complete and
accurate copy of said agreement is attached to this ordinance as Exhibit A and incorporated
herein by reference.
SECTION 2: The Mayor and City Clerk are hereby authorized to affix their signatures
as Mayor and City Clerk to said lease agreement for the uses and purposes therein set forth.
SECTION 3: All Ordinances or parts thereof in conflict with the terms and provisions
hereof are hereby repealed to the extent of such conflict.
SECTION 4: This Ordinance shall be published in pamphlet form by and under the
authority of the corporate authorities of the City of McHenry, McHenry County, Illinois.
SECTION 5: This Ordinance shall be in full force and effect from and after its passage,
approval, and publication in pamphlet form as provided by law.
PASSED AND APPROVED this 7"' day of March 2016.
VOTING AYE: CONDON, PETERSON, WIMMER, SCHAEFER, GLAB, SANTI
VOTING NAY: NONE
NOT VOTING: NONE
ABSTAIN: NONE
ABSENT: CURRY
Susan E. Low, Mayor
ATTEST:
i Janice C. Jones, itv Clerk
Exhibit A
Grant of Easement and Assignment of Lease Agreement
GRANT OF EASEMENT
AND ASSIGNMENT OF
LEASE
This document was prepared by:
Matthew S. Raczkowski, Esq.
Dykema Gossett PLLC
10 S. Wacker Dr., Suite 2300
Chicago, Illinois 60606
(312) 627-2594
After recording return to:
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See Exhibits A and C for Common Addresses and P.I.N.s Above Space for Recorder's Use Only
GRANT OF EASEMENT AND ASSIGNMENT OF LEASE
Facilities:
BUN 829475 / MCHENRY - IL053965
Street Address:
PART OF 1415 INDUSTRIAL DRIVE
City:
McHENRY
County:
McHENRY
State:
ILLINOIS
between
Global Signal Acquisitions IV LLC,
a Delaware limited liability company (the "Grantee")
and
The City of McHenry,
an Illinois municipal corporation (the "Grantor")
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fir \
GRANT OF EASEMENT AND ASSIGNMENT OF LEASE
THIS GRANT OF EASEMENT AND ASSIGNMENT OF LEASE (the "Easement")
is made effective this 2 6 day of Mat. , 2016, by and between The City of McHenry, an
Illinois municipal corporation (the "Grantor") and Global Signal Acquisitions IV LLC, a
Delaware limited liability company (the "Grantee").
WHEREAS, the Grantee wishes to acquire an exclusive easement from the Grantor to
enable the Grantee to install certain improvements over and upon the `Basement Area" described
below, subject to the rights of existing utility easement holders as well as that certain Land Lease
Agreement by and between the Grantor and Chicago SMSA Limited Partnership (the "Lessee")
dated August 3, 2009 (the "Lease Agreement"), as memorialized by that certain Memorandum of
Land Lease Agreement recorded on October 14, 2009 in Document Number 2009R0052305 in
the Public Records of McHenry County, Illinois, and have the Grantor assign its rights to the
Lease Agreement to Grantee.
NOW THEREFORE, for good and valuable consideration received, the parties agree as
follows:
1. Description of Grantor's Property. Grantor is the owner of that certain land and
premises in the City of McHenry, County of McHenry, State of Illinois, by grant or conveyance
described in the Public Records of McHenry County, Illinois at Document Number
2007R0043638, the description and depiction of said property is attached hereto as Exhibit "A"
(hereinafter "Grantor's Property").
2. Description of Easement. Upon execution of this Easement, Grantee shall pay
Grantor Four Hundred Seventeen Thousand Five Hundred Dollars ($417,500), which the parties
agree is non-refundable to Grantee, and Grantor grants and conveys unto Grantee, its successors
and assigns, for a term of fifty (50) years commencing from the date first set forth above, an
exclusive easement for the use of a portion of Grantor's Property, that portion being shown in the
Site Plan attached hereto as Exhibit `B" and described by metes and bounds in Exhibit "C"
attached hereto (the `Basement Area") subject only to (i) existing utility easements and (ii) the
Lease Agreement. The Easement Area shall also include (a) a fifty (50) year non-exclusive right-
of-way for ingress and egress, seven (7) days per week, twenty-four (24) hours per day, on foot or
motor vehicle, including trucks, along a right-of-way together with the right to install, replace and
maintain above and below ground utility wires, poles, cables, fiber, conduit and pipes only as
expressly shown on Exhibit `B" and described by metes and bounds in Exhibit "C" subject only
to the rights of the Lessee under the Lease Agreement and those claiming through such Lessee;
and (b) any portion of Grantor's Property on which communications facilities exist on the date of
this Easement (even if not described in the Lease Agreement as that term is defined in Section 3
of this Easement). In the event Grantee or any public utility is unable or unwilling to use the
easement described in subsection (a) above, Grantor hereby agrees to grant an additional right-of-
way, in form satisfactory to Grantee, to Grantee or at Grantee's request, directly to a public
utility, at no cost and in a location acceptable to Grantee provided that such right of way does not
interfere with Grantor's operations.
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3. Assignment of the Lease Agreement. The Grantor represents that a true and correct copy
of the Lease Agreement is attached hereto as Exhibit "D". As used herein, the term "Lease Agreement"
shall include any amendments or addendums to said agreement. Grantor warrants that Grantor has
delivered to Grantee true and correct copies of the Lease Agreement. To Grantor's best knowledge, no
party to the Lease Agreement has breached or is in default of their respective obligations under the Lease
Agreement and no party has requested or discussed a modification of the Lease Agreement (including a
reduction in rent) or termination now or in the future. Grantor hereby assigns to Grantee Grantor's right,
title and interest in the Lease Agreement, including but not limited to: (a) all rents and other monies due or
to become due to Grantor pursuant to the Lease Agreement; (b) the right to amend any and all terns of the
Lease Agreement; (c) the right to extend the length of the term of the Lease Agreement for the remaining
duration of the fifty (50) year Easement set forth in paragraph 2 above; and (d) the right to increase the size
of the area subject to the Lease Agreement so long as any such expansion is within the Easement Area.
Grantee assumes the obligations and liabilities of Grantor, as lessor under the Lease Agreement accruing
after the date of this Easement, but only to the extent that such obligations and liabilities are not the
responsibility of Grantor pursuant to the terms of this Easement. Notwithstanding anything to the contrary
in this Section 3, Grantor reserves the right to utilize one (1) position on the Tower (as defined in the Lease
Agreement) during the term of the Lease Agreement in accordance with the terms and conditions of Section
38 of the Lease Agreement applicable to the lessor tinder the Lease Agreement, at Grantor's sole cost and
expense. Without limiting the foregoing sentence, Grantor shall be solely responsible to pay for any and
all costs and expenses relating to Grantor's use of the Tower. Grantor waives any and all claims against
Grantee, and its agents and employees, by reason of or resulting from Grantor's use of the Tower or from
any activity, work, or thing done, permitted or suffered by Grantor with respect to the Tower or due to any
other act or omission of Grantor or any party claiming through Grantor with respect to the Tower. Grantor
hereby indemnifies, defends and holds harmless Grantee, and its agents and employees, from and against
any and all claims, demands, actions, liabilities, damages, costs and expenses (including attorneys' fees)
asserted against or incurred by Grantee, and its agents and employees, by reason of or resulting from
Grantor's use of the Tower or from any activity, work, or thing done, permitted or suffered by Grantor with
respect to the Tower or due to any other act or omission of Grantor or any party claiming throLIgh Grantor
with respect to the Tower.
4. Grantor's Obligations with Respect to the Lease Agreement. From and after the date
hereof and continuing until this Easement expires or is terminated, Grantor shall not, other than to the extent
required herein or requested in writing by Grantee, exercise or enjoy any of the rights or remedies of the
lessor under the Lease Agreement. Grantor shall notify Grantee in writing within five (5) calendar days of
Grantor's receipt of any payment in respect of rent, income, charges, interest, penalties, fees and other
revenue payable by the Lessee, and Grantor shall forward such payment to Grantee within said five (5) day
period. In the event that Grantor fails to forward to Grantee any payment as provided hereunder, Grantee
shall have the right to collect such payment from Grantor together with interest on such payment at the
greater of (i) the rate provided by statute where the Easement is located or (ii) 12% per annum (calculated
from the date five (5) days after Grantor receives such payment until Grantor pays such sums due to
Grantee). Grantor shall, however, continue to pay, perform, and otherwise discharge all obligations
and liabilities of the lessor under the Lease Agreement with respect to Grantor's
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Property, whether arising prior to, on, or after the date hereof. Without limiting the generality of
the foregoing, Grantor shall: (a) fully, faithfully and timely perform all covenants to be
performed by the Grantor under the Lease Agreement; (b) promptly pay all mortgages, loans,
liens, judgments and all real estate, personal income and other taxes that may become due with
respect to Grantor's Property caused by the actions of the Grantor; (c) promptly execute, without
any additional consideration, all letters of authorizations, permits, applications or other documents
required for Grantee to fully enjoy the Easement or the Lease Agreement consistent with the
terms and conditions of this Easement; (d) not suffer or allow any breach, default or event of.
default by the Grantor to occur under the Lease Agreement; and (e) not take any action for the
purpose of, or with the effect of, inducing or causing the Lessee not to exercise a right to renew or
extend the Lease Agreement consistent with the terms and conditions of this Easement. Failure to
comply, in whole or in part with this Section shall constitute a default by Grantor of the terms
hereof and entitle Grantee to the remedies provided in Section 14 of this Easement.
5. Permitted Uses. The Easement Area shall be used for constructing, maintaining and
operating communications facilities and energy generation facilities for energy to be used only for
communication facilities situated within the Easement Area, including without limitation, tower
structures, antenna support structures, cabinets, meter boards, buildings, antennas, cables,
equipment and uses incidental thereto including those necessary for Grantee's compliance with its
obligations under the Lease Agreement (the "Permitted Use") subject to the limitations set forth
in paragraph 2 above. All facilities, equipment, structures, shelter or other improvements within
the Easement Area shall be removed or caused to be removed by Grantee within ninety (90) days
of the expiration or termination of this Easement, whichever occurs first. No facilities or
structures installed or constructed on the Easement Area by Grantee shall constitute a fixture, but
shall remain the personal property of Grantee. Grantee shall not modify section 16 of the Lease
Agreement, wherein the Lessee is required to provide and maintain in place a removal bond in the
amount of Twenty -Five Thousand Dollars ($25,000.00) (the "Removal Bond"). Grantor shall
continue to be named obligee on the Removal Bond. To the extent the Lessee at any point fails to
keep the Removal Bond in place during the term of the Lease Agreement or Easement which
names Grantor as obligee, Grantee agrees to immediately obtain a replacement bond for the same
amount of the Removal Bond as described herein, naming Grantor as obligee, in a form
reasonably acceptable to Grantor, and deliver same to the Grantor promptly. In addition, in the
event that Grantee, or anyone doing so through the rights of Grantee other than the Lessee,
installs any facilities, structure, shelter, equipment or other improvements within the Easement
Area, Grantee shall provide a removal bond to Grantor naming the Grantor as obligee
guaranteeing the removal of such facilities, structure, equipment, shelter or other improvements,
in a form reasonably acceptable to Grantor, and promptly deliver same to Grantor during the
construction or installation of any such facilities, structure, equipment, shelter or other
improvements. Grantor acknowledges that Grantor has no right to object to or approve any
improvements to be constructed on the Easement Area subject to the limitations set forth in
paragraph 2 above. If requested by Grantee, Grantor will execute, at Grantee's sole cost and
expense, all documents required by any governmental authority in connection with any
development of, or construction on, the Easement Area, including documents necessary to
petition the appropriate public bodies for certificates, permits, licenses and other approvals
deemed necessary by Grantee in Grantee's absolute discretion to utilize the Easement Area for the
Permitted Use subject to the limitations set forth in paragraph 2 above. Grantor agrees to be
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named applicant if requested by Grantee. In furtherance of the foregoing, Grantor hereby
appoints Grantee as Grantor's attorney -in -fact to execute all land use applications, permits,
licenses and other approvals on Grantor's behalf. Grantor shall be entitled to no further
consideration with respect to any of the foregoing matters. Grantor shall take no action that
would adversely affect the status of the Easement Area with respect to the Permitted Use subject
to the limitations set forth in paragraph 2 above.
6. Easement. This Easement and Grantee's rights and privileges hereunder shall be
only for a fifty (50) year term and may be terminated or expire only as provided for herein.
7. Grantee's Right to Terminate. Grantee shall have the unilateral right, but not the
obligation, to terminate this Easement for any reason. Upon termination of this Easement, (i) if
the Lease Agreement is then in effect, the rights and obligations as lessor under the Lease
Agreement shall automatically revert to Grantor and (ii) the parties shall have no further
obligations to each other except as provided herein; provided, however, that if Grantee installed
any buildings, structures or equipment upon the Easement Area, Grantee shall, within a
reasonable time, remove all of its building(s), tower and above ground property and restore the
surface of the Easement Area to its original condition prior to any such installment, reasonable
wear and tear excepted. Any buildings, structures or equipment installed or constructed upon the
Easement Area by Lessee, or those holding by, through and under Lessee, shall be subject to the
ternis and conditions of the Lease Agreement. Said termination shall be effective upon Grantee
providing written notice of termination to Grantor. .
8. Hazardous Materials.
a. For purposes of this Easement, the term "Hazardous Materials" means any
substance which is (i) designated, defined, classified or regulated as a hazardous substance,
hazardous material, hazardous waste, pollutant or contaminant under any Envirornmental Law, as
currently in effect or as hereafter amended or enacted, (ii) a petroleum hydrocarbon, including
crude oil or any fraction thereof and all petroleum products, (iii) PCBs, (iv) lead, (v) asbestos,
(vi) flammable explosives, (vii) infectious materials, or (viii) radioactive materials.
"Environmental Law(s)" means the Comprehensive Environmental Response, Compensation,
and Liability Act of 1980, 42 U.S.C. Sections 9601, et seq., the Resource Conservation and
Recovery Act of 1976, 42 U.S.C. Sections 6901, et seq., the Toxic Substances Control Act, 15
U.S.C. Sections 2601, et seq., the Hazardous Materials Transportation Act, 49 U.S.C. 5101, et
seq., and the Clean Water Act, 33 U.S.C. Sections 1251, et seq., as said laws have been
supplemented or amended to date, the regulations promulgated pursuant to said laws and any
other federal, state or local law, statute, rule, regulation or ordinance which regulates or
proscribes the use, storage, disposal, presence, clean-up, transportation or release or threatened
release into the environment of Hazardous Materials.
b. Grantee shall not (either with or without negligence) cause the use,
storage, generation, escape, disposal or release of any Hazardous Materials in any manner not
sanctioned by law. In all events, Grantee shall indemnify and hold Grantor harmless from any
and all claims, damages, fines, judgments, penalties, costs, liabilities or losses (including,
without limitation, any and all sums paid for settlement of claims, attorneys' fees, and
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consultants' and experts' fees) arising from the presence or release of any Hazardous Materials
on the Easement Area if caused by Grantee or persons acting under Grantee.
C. Grantor shall not (either with or without negligence) cause the use,
storage, generation, escape, disposal or release of any Hazardous Materials in any manner not
sanctioned by law. In all events, Grantor shall indemnify and hold Grantee harmless from any
and all claims, damages, fines, judgments, penalties, costs, liabilities or losses (including,
without limitation, any and all sums paid for settlement of claims, attorneys' fees, and
consultants' and experts' fees) arising from the presence or release of any Hazardous Materials
on Grantor's Property if caused by Grantor or persons acting under Grantor. Grantor shall
execute such affidavits, representations and the like from time to time as Grantee may reasonably
request concerning Grantor's best knowledge and belief as to the presence of Hazardous
Materials on Grantor's Property without requiring any investigation or related cost.
d. To Grantor's knowledge, neither the Easement Area nor Grantor's
Property is in violation of or subject to any existing, pending, or threatened investigation or
inquiry by any governmental authority or subject to any remedial obligations under any
applicable laws pertaining to Hazardous Materials.
9. Insurance.
a. Grantee shall maintain commercial general liability insurance insuring
against liability for bodily injury, death or damage to personal property with an occurrence limit
of no less than Three Million Dollars ($3,000,000) and a general aggregate limit of no less than
Six Million and No/100 Dollars ($6,000,000). In addition, Grantee shall maintain worker's
compensation in statutory amounts, employer's liability insurance with combined single limits of
One Million and No/100 Dollars ($1,000,000); automobile liability insurance insuring against
claims for bodily injury or property damage with combined single limits of One Million and
No/100 Dollars ($1,000,000); and all risk property insurance covering all personal property
within the Easement Area for full replacement value. Grantee shall provide Grantor with
evidence of such insurance in the form of a certificate of insurance prior to obtaining occupancy
of the Easement Area and throughout the term of this Easement. The limits requirement may be
met by a combination of primary and excess liability policies that also apply to other locations.
b. The Grantor is to be covered as an additional insured with respect to
liability arising out of activities within the Easement Area. The premises included in the policy
shall specifically include the Easement Area and the premises described in the Lease Agreement.
The coverage shall contain no special limitations on the scope of protection afforded to the
Grantor.
C. Grantee's insurance coverage shall be primary with respect to Grantee's
indemnity obligations. Any insurance or self-insurance maintained by the Grantor shall be in
excess of Grantee's insurance and shall not contribute to it, consistent with Grantor's indemnity
obligations.
d. Any failure to comply with reporting provisions of the policies shall not
affect coverage provided to the Grantor.
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e. Both parties shall agree to waive all rights of subrogation against the other
party.
f. Each insurance policy required by this clause shall be endorsed to state
that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except
after 30 days' prior written notice has been given the Grantor.
g. Insurance is to be placed with insurers with a Best's rating of no less than
A-, VII and licensed to do business in the State of Illinois.
h. Grantee shall furnish the Grantor with certificates of insurance naming the
Grantor as an additional insured.
i. Grantor shall maintain general liability insurance insuring against liability
for bodily injury, death or damage to personal property with combined single limits of One
Million and No/100 Dollars ($1,000,000). In addition, to the extent required by law, Grantor
shall maintain worker's compensation in statutory amounts and employer's liability insurance
with combined single limits of One Million and No/100 Dollars ($1,000,000). Grantor shall
provide Grantee with evidence of such insurance in the form of a certificate of insurance prior to
Grantee obtaining occupancy and throughout the term of this Easement.
10. Maintenance. Grantor shall maintain the Grantor's Property in a good and safe
condition except to the extent maintenance is the obligation of the Lessee under the Lease
Agreement.
11. Removal of Obstructions. Grantee has the right to remove obstructions, including
but not limited to vegetation, which may encroach upon, interfere with or present a hazard to
Grantee's or Lessee's use of the Easement Area. Grantee shall be responsible for disposing of
any materials related to the removal of obstructions.
12. Taxes. During the term of this Easement, Grantee shall pay all real and personal
property taxes associated with this Easement, the Lease Agreement, the premises .subject to the
Lease Agreement, the Easement Area, any and all improvements thereon, as well as any use of
same. Grantee shall directly pay the tax bill or invoice within sixty (60) days after receipt from
the County Treasurer's Office. The parties anticipate that the County Treasurer's Office will
issue tax bills directly to Grantee, but in the event that that does not occur, and the Grantor
receives such bill, the Grantor will use reasonable efforts to provide same to Grantee in a timely
manner, but in no event will a failure to do so constitute a breach of this Easement. Grantee
reserves the right to challenge any tax assessment, and Grantor agrees to cooperate with Grantee
in connection with any such challenge provided that there is no out of pocket cost for Grantor to
do so. Failure of Grantor to comply, in whole or in part with this Section shall constitute a default
by Grantor of the terms hereof and entitle Grantee to the remedies provided in Section 14 of this
Easement.
13. Waiver of Subrogation. The parties hereby waive any and all rights of action for
negligence against the other which may hereafter arise on account of damage to the Easement
Area or any other portion of Grantor's Property, including improvements and personal property
located thereon, resulting from any fire or other casualty of the kind covered by property
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insurance policies with extended coverage regardless of whether or not, or in what amount, such
insurance is now or hereafter carried by the parties.
14. Default. The following shall constitute events of default by Grantor: (a) Grantor's
failure to comply with any portion of this Easement; (b) failure by Grantor to forward to Grantee
any payment as required in Section 4; (c) failure by Grantor to pay taxes as required in Section
12 of this Easement; (d) failure to timely pay any mortgages, loans, liens or judgments on the
Grantor's Property caused by Grantor; (e) a default of the Lease Agreement, the cure of which is
solely or partially within the control of Grantor; and/or (f) any agreement, act or omission of
Grantor resulting in, or likely to result in, the termination or expiration of the Lease Agreement
or any other lease over the Easement Area or any portion thereof (each a "Default"). Grantee
shall give Grantor written notice of a Default. After receipt of such written notice, Grantor shall
have ten (10) days in which to cure any monetary Default and fifteen (15) days in which to cure
any non -monetary Default. Grantor shall have a reasonable extended period as may be required
beyond the fifteen (15) day cure period to cure any non -monetary Default if the nature of the
cure is such that it requires additional time to cure, and Grantor commences the cure within the
fifteen (15) day period and thereafter continuously and diligently pursues the cure to completion.
In the event that Grantor is in default beyond the applicable period set forth above, Grantee may,
at its option (i) terminate this Easement and be relieved from all further obligations under this
Easement; (ii) perform the obligation(s) of Grantor; (iii) take any actions that are consistent with
Grantee's rights; (iv) sue for injunctive relief, specific performance, and damages; or (v) set-off
such amounts expended against any amounts due to Grantor. In the event that any sums
expended by Grantee pursuant to this Easement are not reimbursed by Grantor within thirty (30)
days of demand as provided hereunder, Grantee shall have the right to collect such amounts from
Grantor together with interest on such amounts at the greater of (i) the rate provided by statute
where the Easement is located or (ii) 12% per annum (calculated from date such amounts are
expended until Grantor pays such sums due to Grantee).
15. Limitation on Damages. In no event shall Grantee or Grantor be liable to the other
for consequential, indirect, speculative or punitive damages in connection with or arising from
this Easement, the Permitted Use or the Easement Area.
16. Recordins. Grantor acknowledges that Grantee intends to record this Easement, or a
memorandum of this Easement, with the appropriate recording officer upon execution of this
Easement. Grantor acknowledges that Grantee may record a subsequent memorandum of this
Easement within two years of the date of this Easement if, in Grantee's sole discretion, Grantee
desires to record a more accurate description of the Easement Area. Grantor agrees to frilly
cooperate in any subsequent recordings without additional consideration.
17. Hold Harmless. Except as limited herein, Grantor hereby indemnifies, holds
harmless, and agrees to defend Grantee against all damages asserted against or incurred by
Grantee by reason of, or resulting from: (a) the breach by Grantor of, any representation,
warranty, or covenant of Grantor contained herein or (b) any negligent act or omission of Grantor,
excepting however such damages as may be due to or caused by the acts of Grantee or its agents
except as limited herein. Grantee hereby indemnifies, holds harmless, and agrees to defend
Grantor against all damages asserted against or incurred by Grantor by reason of, or resulting
from: (a) the breach by Grantee of any representation, warranty, or covenant of Grantee
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contained herein or (b) any negligent act or omission of Grantee, excepting however such
damages as may be due to or caused by the acts of Grantor or its agents.
18. Grantor's Covenant of Title. Grantor covenants: (a) Grantor is seized of fee simple
title to the Grantor's Property of which the Easement Area is a part and has the right and authority
to grant this Easement; (b) that this Easement is and shall be free and clear of all liens, claims,
encumbrances and rights of third parties of any kind whatsoever caused by Grantor; (c) subject to
the terms and conditions of this Easement, Grantee shall have quiet possession, use and
enjoyment of the Easement Area; (d) there are no aspects of title that might interfere with or be
adverse to Grantee's interests in and intended use of the Easement Area; and (e) that Grantor shall
execute such fiirther assurances thereof as may be required.
19. Non -Interference. From and after the date hereof and continuing until this Easement
is terminated (if ever), Grantor shall not permit (a) the construction, installation or operation of
any communications facilities that emit radio frequencies on Grantor's Property other than
communications facilities constructed, installed and/or operated on the Easement Area pursuant to
this Easement or the Lease Agreement or (b) any condition on Grantor's Property which
interferes with the Permitted Use. Each of the covenants made by Grantor in this Section 19 is a
covenant running with the land for the term of this Easement and shall be binding upon Grantor
and each successive owner of any portion of Grantor's Property and upon each person having any
interest therein derived through any owner thereof.
20. Eminent Domain. If the whole or any part of the Easement Area shall be taken by
right of eminent domain or any similar authority of law, the entire award for the value of the
Easement Area and improvements so taken shall belong to Grantee.
21. Grantor's Property. Grantor shall not do or permit anything that will interfere with
or negate any special use permit or approval pertaining to the Easement Area or cause any
communications or energy facilities on the Easement Area to be in nonconformance with
applicable local, state, or federal laws. Grantor covenants and agrees that it shall not subdivide
the Grantor's Property if any such subdivision will adversely affect the Easement Area's
compliance (including any improvements located thereon) with applicable laws, rules, ordinances
and/or zoning, or otherwise adversely affects Grantee's ability to utilize Grantor's Property for
the Permitted Use. Grantor may initiate or consent to changes in the zoning of Grantor's Property
so long as said zoning changes do not prevent or limit Grantee from using the Easement Area for
the Permitted Use.
22. Entire Agreement. Grantor and Grantee agree that this Easement contains all of the
agreements, promises and understandings between Grantor and Grantee. No verbal or oral
agreements, promises or understandings shall be binding upon either Grantor or Grantee in any
dispute, controversy or proceeding at law. Any addition, variation or modification to this
Easement shall be void and ineffective unless made in writing and signed by the parties hereto.
23. Construction of Document. Grantor and Grantee acknowledge that this document
shall not be construed in favor of or against the drafter and that this document shall not be
construed as an offer until such time as it is executed by one of the parties and then tendered to
the other party.
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24. Applicable Law. This Easement and the performance thereof shall be governed,
interpreted, construed and regulated by the laws of the State where the Easement is located. The
parties agree that the venue for any litigation regarding this Easement shall be McHenry County,
Illinois.
25. Notices. All notices hereunder shall be in writing and shall be given by
(a) established express delivery service which maintains delivery records, (b) hand delivery, or
(c) certified or registered mail, postage prepaid, return receipt requested. Notices may also be
given by facsimile transmission, provided that the notice is concurrently given by one of the
above methods. Notices are effective upon receipt, or upon attempted delivery if delivery is
refused or if delivery is impossible because of failure to provide reasonable means for
accomplishing delivery. The notices shall be sent to the parties at the following addresses:
If to Grantor:
Derik Morefield, City Administrator
City of McHenry
333 S. Green Street
McHenry, IL 60050
If to Grantee:
Global Signal Acquisitions IV LLC
General Counsel
Attn: Legal — Real Estate Dept.
2000 Corporate Drive
Canonsburg, PA 15317
26. Assignment. The parties hereto expressly intend that the easements granted herein
shall be easements in gross, and as such, are transferable, assignable, inheritable, divisible and
apportionable so long as none exceed the fifty (50) year term set forth above and are consistent
with the rights of any existing utility easement holders and the Lessee under the Lease Agreement
and those claiming through Lessee and provided and contingent upon each grantee of an easement
from Grantee delivering to Grantor an additional certificate of insurance in accordance with the
requirements of paragraph 9 herein. Grantee has the right, within its sole discretion, to sell,
assign, lease, convey, license or encumber any of its interest in the Easement Area without
consent. In addition, Grantee has the right, within its sole discretion, to grant sub -easements over
any portion of the Easement Area without consent. In comiection with the foregoing, Grantor
irrevocably constitutes and appoints Grantee as its true and lawful attorney -in -fact, with fitll
power of substitution and resubstitution to negotiate and consummate subleases, licenses,
sublicense or any other agreements for the use or occupancy of the Easement Area upon the terms
and conditions set forth herein. The Grantor shall be notified of each such sale, assignment, lease
conveyance, license, encumbrance or easement and the insurance and indemnification obligations
set forth in paragraph 9 shall also be applicable to each Grantee and each sublease, license,
easement, lease, sublicense or any other agreement for the use or occupancy shall incorporate the
insurance and indemnity provisions herein in favor of the Grantor and shall name Grantor as a
9
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dry,
third parry beneficiary of such sublease, license, easement, lease, sublicense or other agreement
with respect to such provisions of such agreements. All copies of such sublease, license,
easement, lease, sublicense or other agreement shall be provided to the Grantor as a condition
precedent to such third party's occupancy within the Easement Area. Grantor ratifies and
acknowledges the right of Grantee to enter into such agreements and Grantor will be bound by
such agreements throughout and after any termination of this Easement and acknowledges that all
such agreements entered into by Grantee shall survive any termination of this Easement. Any
such sale, assignment, lease, license, conveyance, sub -easement or encumbrance shall be binding
upon the successors, assigns, heirs and legal representatives of the respective parties hereto. An
assignment of this Easement shall be effective upon Grantee sending written notice thereof to
Grantor at Grantor's mailing address stated above and shall relieve Grantee from any further
liability or obligation accruing hereunder on or after the date of the assignment.
27. Partial Invalidity. If any term of this Easement is found to be void or invalid, then
such invalidity shall not affect the remaining terms of this Easement, which shall continue in full
force and effect.
28. Mortgages. The Grantor agrees not to mortgage this Easement or the subject
premises.
29. Successors and Assigns. The terms of this Easement shall constitute a covenant
running with the Grantor's Property for the benefit of Grantee and its successors and assigns and
shall extend to and bind the heirs, personal representatives, successors and assigns of the parties
hereto and upon each person having any interest therein derived through any owner thereof for the
term of this Easement. Any sale, mortgage, lease or other conveyance of Grantor's Property shall
be under and subject to this Easement and Grantee's rights hereunder.
30. Construction of Easement. The captions preceding the Sections of this Easement
are intended only for convenience of reference and in no way define, limit or describe the scope
of this Easement or the intent of any provision hereof. Whenever the singular is used, the same
shall include the plural and vice versa and words of any gender shall include the other gender. As
used herein, "including" shall mean "including, without limitation." This document may be
executed in multiple counterparts, each of which shall be deemed a fully executed original.
31. Non -Interference with Lease Agreement. Grantor and Grantee hereby
acknowledge and agree that: (a) the terms of this Easement are not intended to cause the lessor
under the Lease Agreement to be in breach thereof, and (b) Grantee's right to utilize the Easement
Area for the Permitted Use is subject to all rights of Lessee as provided in the Lease Agreement
while the Lease Agreement remains in full force and effect, including without limitation, Lessee's
rights, if any, to the exclusive use of the Easement Area. In the event the execution of this
Easement or the terms hereof shall cause the lessor under the Lease Agreement to be in breach
thereof, this Easement shall be automatically amended to the extent necessary to keep the lessor
from being in breach of the Lease Agreement. In addition, in the event Grantor's assignment to
Grantee of the lessor's interest in the Lease Agreement and/or the execution of this Easement
would cause the lessor to be in breach of the Lease Agreement or would otherwise be prohibited
under the terms of the Lease Agreement, then Grantor and Grantee agree that, at Grantee's
election, any one or more of the following may occur: (1) Grantee will be Grantor's manager and
10
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operator of the Lease Agreement instead of the lessor under the Lease Agreement until such time
that such assigning or granting or failing to assign or grant any right, title or interest can be
effective without causing the lessor to be in breach of the Lease Agreement; (2) Grantee will
receive and will be entitled to all of the revenue that Grantee would have been entitled to as lessor
under the Lease Agreement and Grantor will direct, in writing, all payors of amounts due to pay
such amounts to Grantee; (3) Grantor will grant Grantee a power of attorney, and will appoint
Grantee as its agent and attorney to review, negotiate and execute on behalf of Grantor, in
Grantee's sole discretion, all documents and instruments relating to the Lease Agreement;
including but not limited to, amendments to amend any and all terms of the Lease Agreement,
amendments to remove any conflicts between the Lease Agreement and this Easement,
amendments to extend the length of the term of the Lease Agreement, amendments to terminate
the Lease Agreement or otherwise take action or inaction that will result in the Lease Agreement
expiring or terminating, and amendments to increase the size of the area subject to the Lease
Agreement so long as any such expansion is within the Easement Area; and to otherwise act on
behalf of Grantor in dealing with the Lease Agreement until such time that such assigning or
granting or failing to assign or grant any right, title or interest can be effective without causing the
lessor to be in breach of the Lease Agreement.
[Signatures appear on the following page]
11
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IN WITNESS WHEREOF, Grantor and Grantee, having read the foregoing and intending
to be legally bound hereby, have executed this Grant of Easement and Assignment of Lease as of
the day and year first written above.
Grantor:
The City of McHenry, an Illinois municipal
corporation
By: 6L A/,
Name: Derik Mo fie
Title: City Administrator _
Date: S- LQo /,/,
ACKNOWLEDGEMENT
STATE OF ILLINOIS )
SS
COUNTY OF � C t )
On this, the arL day of NW.4 , 2016, before meQ,pra� q. (--A1cir_. ,
Notary Public, the undersigned officer, per onally appeared Derik Morefield, who acknowledged
him/herself to be the City Administrator of The City of McHenry, an Illinois municipal
corporation, and that he/she, being authorized to do so, executed the foregoing Grant of
Easement and Assignment of Lease for the purposes therein contained.
IN WITNESS WHEREOF, I hereunto set my hand and official seal.
Notary Public, State of Illinois, County of rytHe nllil
My Commission Expires: 3 - 2 +i ' D 177 "OFFICIAL SEAL"
Deborah A. Glick
[SEAL REQUIRED] 'Notary public;. State of Illinois
My Cofnmission Expires 03/27/2017
[GRANTEE'S SIGNATURE PAGE FOLLOWS]
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Grantee:
Global Signal Acquisitions IV LLC,
a Delaware limited liability company
Name: Angela Siebe
Director Land cq•
Title: r
Date: J
ACKNOWLEDGEMENT
STATE OF TEXAS )
) SS
COUNTY OF HARRIS )
On this, the A2 day of ka, 2016, before me ���u��jlC�•tt�l2.y ,
Notary Public,, the undersigned officer, personally appeared
Amr(cir(�-�e,, who acknowledged him/herself to be the
'71Yebtir of Global Signal Acquisitions IV
LLC, a Delaware limited liability company, and that he/she, being authorized to do so, executed
the foregoing Grant of Easement and Assignment of Lease for the purposes therein contained.
IN W F I hereunto set my hand and official seal.
Notary Public, State of Texas, County of Harris
My Commission Expires: -3' 915-p
[SEAL REQUIRED] �uuKELSER RONNETTE MCMILIER
Notary Public, State of Texas
Comm. Expires 03-25-2018
Notary ID 128219417
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EXHIBIT A
GRANTOR'S PROPERTY
The land referred to herein below is situated in the County of McHenry, City of McHenry, State
of Illinois and is described as follows:
PARCEL 1: THAT PART OF THE EAST 1/2 OF THE SOUTHEAST 1/4 OF SECTION 27,
TOWNSHIP 45 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED
AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SAID SOUTHEAST 1/4; THENCE BEARING
SOUTH 89 DEGREES 31 MINUTES 30 SECONDS WEST, ALONG THE NORTH LINE OF SAID
SOUTHEAST 1/4; 512.18 FEET TO THE PLACE OF BEGINNING; THENCE SOUTH 0 DEGREES,
28 MINUTES; 40 SECONDS EAST, 541.88 FEET TO THE NORTH LINE OF BOONE CREEK
PLAZA SUBDIVISION, AS RECORDED MAY 6, 1983 AS DOCUMENT NUMBER 854493;
THENCE WESTERLY ALONG THE NORTH LINE OF SAID BOONE CREEK PLAZA TO THE
NORTHWEST CORNER OF SAID BOONE CREEK PLAZA, AND THE EASTERLY RIGHT OF
WAY LINE OF INDUSTRIAL DRIVE AS DEDICATED BY DOCUMENT RECORDED APRIL 10,
1972 AS DOCUMENT NUMBER 564048; THENCE NORTHERLY ALONG.SAID EASTERLY
RIGHT OF WAY LINE, 93.72 FEET; THENCE NORTHEASTERLY ALONG THE ARC OF A
CURVE TO THE RIGHT, SAID CURVE HAVING A RADIUS OF 78.99 FEET, AN ARC OF 115.88
FEET AND A CHORD BEARING NORTH 47 DEGREES 25 MINUTES 05 SECONDS EAST, 105.17
FEET; THENCE NORTH 89 DEGREES 09 MINUTES 19 SECONDS EAST ALONG SAID RIGHT OF
WAY LINE, 181.76 FEET; THENCE NORTH 00 DEGREES, EO MINUTES 41 SECONDS WEST,
ALONG SAID RIGHT OF WAY LINE, 33.00 FEET; THENCE SOUTH 89 DEGREES 09 MINUTES
19 SECONDS WEST, ALONG SAID RIGHT OF WAY LINE, 181.75 FEET; THENCE
SOUTHWESTERLY ALONG THE ARC OF A CURVE TO THE LEFT, SAID CURVE HAVING A
RADIUS OF 110.60 FEET, AN ARC OF 126.30 FEET, AND A CHORD BEARING. SOUTH 56
DEGREES, 59 MINUTES, 11 SECONDS WEST, 119.55 FEET; TO A POINT ON A 307.26 FOOT
RADIUS CURVE, THE CENTER OF CIRCLE OF SAID CURVE BEARS SOUTH 66 DEGREES
36'MINUTES 04 SECONDS WEST FROM SAID POINT SAID POINT BEING ON THE. EASTERLY
RIGHT OF WAY OF PLAT OF DEDICATION
AND EASEMENT RECORDED DECEMBER 24, 1992 AS DOCUMENT NO. 92R-071409, THENCE
NORTHWESTERLY ALONG THE ARC OF SAID CURVE 20.59 FEET, AND A CHORD BEARING
NORTH 25 DEGREES, 19 MINUTES, 07 SECONDS WEST, 20.59 FEET TO A POINT OF REVERSE,
CURVATURE; THENCE ALONG A 316,15 FOOT RADIUS CURVE CONCAVE
NORTHEASTERLY HAVING AN ARC OF 150.52 FEET, A .CHORD BEARING NORTH 13
DEGREES, 35 MINUTES, 57 SECONDS WEST, 149.10 FEET; THENCE NORTH 00 DEGREES, 02
MINUTES, 25 SECONDS EAST ALONG SAID RIGHT OF WAY LINE, 282.87 FEET TO THE
NORTH LINE OF THE SOUTHEAST 1/4 AFORESAID; THENCE NORTH 89 DEGREES, 31
MINUTES, 30 SECONDS EAST ALONG SAID NORTH LINE OF THE SOUTHEAST QUARTER
486.96 FEET TO THE PLACE OF BEGINNING, IN MCHENRY COUNTY, ILLINOIS.
Parent Parcel Tax I.D. Number: 09-27-428-017;
09-27-428-018
Common Address: 1415 Industrial Drive, McHenry, Illinois 60050
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EXHIBIT B
SITE PLAN
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B-1
BUN 829475
MCHENRY - IL053965
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101460\002478
oil
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B-2
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EXHIBIT C
EASEMENT AREA
The Easement Area shall include any portion of Grantor's Property on which communications
facilities exist on the date of this Easement together with the portion of the Grantor's Property
leased by Grantor pursuant to the Lease Agreement and the portion of the Grantor's Property
described as follows:
THAT PART OF THE EAST HALF OF THE SOUTHEAST QUARTER OF SECTION 27, TOWNSHIP
45 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS
FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SAID SOUTHEAST QUARTER; THENCE
SOUTH 89 DEGREES 10 MINUTES 43 SECONDS WEST ALONG THE NORTH LINE OF SAID
SOUTHEAST QUARTER, 512.18 FEET TO THE NORTHEAST CORNER OF HEREON
DESCRIBED PARENT PARCEL; THENCE SOUTH 00 DEGREES 49 MINUTES 27 SECONDS
EAST ALONG THE EAST LINE OF SAID PARENT PARCEL, 538.57 FEET; THENCE NORTH 88
DEGREES 46 MINUTES 53 SECONDS WEST, 100.63 FEET TO THE POINT OF BEGINNING,
THENCE SOUTH 01 DEGREES 12 MINUTES 35 SECONDS WEST, 40.00 FEET; THENCE NORTH
88 DEGREES 46 MINUTES 53 SECONDS WEST, 40.00 FEET; THENCE NORTH 01 DEGREES 12
MINUTES 35 SECONDS EAST, 40.00 FEET; THENCE SOUTH 88 DEGREES 46 MINUTES 53
SECONDS EAST, 40.00 FEET TO THE POINT OF BEGINNING, CONTAINING 1600 SQUARE
FEET, ALL IN MCHENRY COUNTY, ILLINOIS.
TOGETHER WITH THAT CERTAIN ACCESS EASEMENT DESCRIBED AS FOLLOWS:
THAT PART OF THE EAST HALF OF THE SOUTHEAST QUARTER OF SECTION 27, TOWNSHIP
45 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS
FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SAID SOUTHEAST QUARTER; THENCE
SOUTH 89 DEGREES 10 MINUTES 43 SECONDS WEST ALONG THE NORTH LINE OF SAID
SOUTHEAST QUARTER, 512.18 FEET TO THE NORTHEAST CORNER OF HEREON
DESCRIBED PARENT PARCEL; THENCE SOUTH 00 DEGREES 49 MINUTES 27 SECONDS
EAST ALONG THE EAST LINE OF SAID PARENT PARCEL, 538.57 FEET; THENCE NORTH 88
DEGREES 46 MINUTES 53 SECONDS WEST, 114.61 FEET TO A POINT ON THE NORTH LINE
OF HEREON DESCRIBED TOWER EASEMENT, SAID POINT ALSO BEING THE POINT OF
BEGINNING; THENCE CONTINUING NORTH 88 DEGREES 46 MINUTES 53 SECONDS WEST
ALONG SAID NORTH LINE , 12.00 FEET; THENCE NORTH 01 DEGREES 12 MINUTES 35
SECONDS EAST, 16.05 FEET; THENCE NORTH 88 DEGREES 36 MINUTES 53 SECONDS WEST,
300.53 FEET TO THE EAST LINE OF OAK DRIVE; THENCE NORTH 05 DEGREES 21 MINUTES
05 SECONDS EAST ALONG SAID EAST LINE, 12.03 FEET; THENCE SOUTH 88 DEGREES 36
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MINUTES 53 SECONDS EAST, 311.66 FEET; THENCE SOUTH 01 DEGREES 12 MINUTES 35
SECONDS WEST, 28.02 FEET TO THE POINT OF BEGINNING, CONTAINING 3937 SQUARE
FEET, ALL IN MCHENRY COUNTY, ILLINOIS.
TOGETHER WITH THAT CERTAIN UTILITY EASEMENT DESCRIBED AS FOLLOWS. -
THAT PART OF THE EAST HALF OF THE SOUTHEAST QUARTER OF SECTION 27, TOWNSHIP
45 NORTH, RANGE 8 EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS
FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF SAID SOUTHEAST QUARTER; THENCE
SOUTH 89 DEGREES 10 MINUTES 43 SECONDS WEST ALONG THE NORTH LINE OF SAID
SOUTHEAST QUARTER, 512.18 FEET TO THE NORTHEAST CORNER OF HEREON
DESCRIBED PARENT PARCEL; THENCE SOUTH 00 DEGREES 49 MINUTES 27 SECONDS
EAST ALONG THE EAST LINE OF SAID PARENT PARCEL, 544.26 FEET TO A POINT ON THE
NORTH LINE OF BOONE CREEK PLAZA SUBDIVISION, AS RECORDED MAY 6, 1983 AS
DOCUMENT NUMBER 854493; THENCE NORTH 88 DEGREES 22 MINUTES 55 SECONDS
WEST ALONG SAID NORTH LINE, 96.09 FEET; THENCE SOUTH 01 DEGREES 39 MINUTES 26
SECONDS WEST ALONG THE WEST LINE OF SAID BOONE CREEK PLAZA SUBDIVISION,
51.99 FEET; THENCE NORTH 88 DEGREES 23 MINUTES 04 SECONDS WEST ALONG THE
NORTH LINE OF SAID BOONE CREEK PLAZA SUBDIVISION, 36.33 FEET; THENCE NORTH 01
DEGREES 12 MINUTES 35 SECONDS EAST, 8.76 FEET TO THE POINT OF BEGINNING;
THENCE NORTH 88 DEGREES 50 MINUTES 04 SECONDS WEST, 299.23 FEET TO A POINT ON
THE EAST LINE OF OAK DRIVE; THENCE NORTH 05 DEGREES 21 MINUTES 05 SECONDS
EAST ALONG SAID EAST LINE, 42.58 FEET; THENCE SOUTH 88 DEGREES 23 MINUTES 04
SECONDS EAST, 20.04 FEET; THENCE SOUTH 05 DEGREES 21 MINUTES 05 SECONDS WEST,
34.40 FEET TO A POINT ON THE SOUTH LINE OF THE HEREON DESCRIBED TOWER
EASEMENT EXTENDED WESTERLY; THENCE SOUTH 88 DEGREES 50 MINUTES 04
SECONDS EAST ALONG SAID LINE, 278.60 FEET; THENCE SOUTH 01 DEGREES 12 MINUTES
35 SECONDS WEST, 8.00 FEET TO THE POINT OF BEGINNING, CONTAINING 3081 SQUARE
FEET, ALL IN MCHENRY COUNTY, ILLINOIS.
Parent Parcel Tax I.D. Number: 09-27-428-017;
09-27-428-018
Common Address: 1415 Industrial Drive, McHenry, Illinois 60050
C-2
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EXHIBIT D
LEASE AGREEMENT
[ATTACHED]
D-1
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VA6 10
Prepared by and upon recording
Please return to:
Ginsberg Jacobs LLC
300 S. Wacker Drive
Suite 2450
Chicago, Illinois 60606
Attn: Steven F. Ginsberg, Esq.
Site Name: D T MoH=y
s►4 Sthf ezt+,Ka. ,L
ja•c.o�s LLC.
�,n �be� aKet' Of sty 24so
G
W
i�4R0in2 90 6 1i0�iN
PHYLLIS K. WALTERB
RECORDER-NCHEMY COUNTY, It.
2009R0052305
10114/2009 03:49N PASES 10
RMAOINO FEE 31.00
AIS FEE 15.00
MSPS MINE FEE 10.00
Ch, CLI ,!a " MEMORANDUM OF LAND LEASE AGREEWNT
This Memorandum of Land Lease Agreement is made this ;_h day of %2009,
between City of McHenry, with a mailing address of 333 S. Gmer Street, McHenry, H; OD050, hereinafter
collectively reftxrcd to as "LESSOR", and Chicago SMSA Limited Partnership, d/tda Verizon Wireless,
with its principal office located at One Vcrizon Way, Mailstop 4AW100, Basking Ridge, New Jersey
07920, hereinafter referred to as "LESSEE". LESSOR and LESSEE arc at times collectively refereed to
hereinafter as the `Parties" or individually as the "Party".
T FSSOR and LESSEE entered into a Land Lease Agreement (the "Agreement") on
v j() 2o09 for an initial term of five (5) years, commencing on the Commencement
Hate, fte Land Least' Agreement shall automatically be extended for four (4) additional five (5) year
terms unless the LESSEE terminates it at the end of the then current term by giving the LESSOR written
notice of the intent to terminate at least six (6) months prior to the end of the then current term.
2. LESSOR hereby leases to LESSEE a portion of that certain parcel of property (the entirety
of LESSOR'S properly is referred to bereinsficr as the "Property'"), located at and being described as a 40' X
40, feet parcel containing 1,600 square feet; as shown on the Tax Map of the County of McHenry County as
a portion of Tax Parcel No.09 27-428-017 and 09 27-428-018, and Tax Map of the City of McHenry in
Section 27, Township 45 North. Range 8 and is further described in a 1Yustee's Deed June 20, 2007 and as
recorded in the Office of McHenry County Recorder on June 25, 2007 as Document Number
2007ROO43638 together with the non-exclusive right for ingress and egress, seven (7) days a week
twenty-four (24) hours a day, on foot or motor vehicle, including mreks, and for the installation and
rnaintensrree of utility wires, poles, cables, conduits, and pipes over, under, or along a twenty (20) foot wide
right-of-way extending from the nearest public tight-*Pway, Industrial Drive, to the demisod p=rdses. The
dernisod premises and right-of-way are hereinafter collectively referred to as the "Premises". The Premises
are descrilmd in Exhibit A attached hereto and made a part hereof, and as strewn on the plat of survey
attached hteteto and incorporated herein as Exhibit B. In the event any public utility is unable to use the
aforementioned right-of-way, LESSOR has agreed to grant an additional right-of-way either to the LESSEE
or to the public utility at no cost to the LESSEE,
3, The ryoom�menecment Date of the Agreement, of which this is a Memorandum, is
1
Mal4enryCony Recorder# 2009R0052305 -
Ord— VSCRC-5Mrk1-Doc: UM-SMS NCC ALL P.V10110 t7vala06y: WVD i,gm PA,t01:3M2Uj64:33:58AH
4. LESSES has the right of first refusal to purchase the Premises during the initial term and
all renewal terms of the Agreement.
S. The teems, covenants and provisions of the Agreement, the terms of which are hereby
incorporated by refs renoe into this Memorandum, shall extend to and be binding upon the respeodve
uccutors, administrators, heirs, s= ssars and assigns of LESSOR and LESSEE.
[Signah= Page Follows]
MoHenry County Recordor I/ 2009RM2305
IArdm:0SVtC-3UW72•P One: 2007-5nC5 REC ALL Page 2W 10 CroatoAlty:Oavoragm Mhta1: 7/7f/2016.t:37:3U Mi
IN WTTNESS WHEREOF, hereunto and to a duplicate hereof, LESSOR and LESSEE have
caustd this Memorandum to be duly exeoutcd on the date fast written hereinabove.
LESSOR:
City of McHenry
LESSEE:
Chlcap SMSA Limited Partnership,
d/b/a Verizan Wireless
By: CeUco Partnership, its General
Partner
Al
By:
Name. S9A=-D�ohaWa
Its: Area Vice President Nawpik
Date:
3
McHenry County Recotder# 2000RDW23W-- _ ............._ ..................._ ...
Order: 0SCRt:•300072•P Doc: 2009.32305 REC ALL Paq.3 Pi 10 Boated 11Y: Daw fa0a1 Printed:3122170104:33:50 Mt
STATE OF ILLINOIS
MIVIDUAL ACKNOWLEDGEMENT
COUNTY OF MCE ENRY
I, &l014 M. ue, a Notary Public for said County and State, do hereby certify that
Susan E. LM on behalf of LESSOR, personally came before the this day and acknowledged that slhe
executed the foregoing MEMORANDUM OF LAND LEASE AGREEMENT as his/her own act and
deed.
WITNESS my hand and official Notarial Seal, this LMday of 2009.
n
Nothry Public 117
My Commission Expires: wOFFICI<AL SEAL"
Ala KATMjwrm xu►Nzwt
Nowy ftwa. swo of unnob
M3' Cawmisiop E.�pircti 01I29U28t2
State of Illinois )
) ss.
County of Cook )
pf q t~yntl�3a us" On ! I � . 200 1, before me, , notary public, personally
appeared Beth Ann Drohan, personally known to me (or proved to me on the basis of satisfactory
evidence) to be the person whose name is subsenW to the within instrument and acknowledged to me
that she executed the same in her authorized capacity, and that by her signature on the inshtment the
person, or the entity upon behalf of which the person acted, executed the instrtumenL
ray hand and official seal.
Signatureiii---" (Seal)
CYNTHIA NAVA
Notary Public -stele of 1 rWb
Commisston Expkas Jan OS, 20
MemcrmMum of Land Lease Agrernml—DTMcliery
Exhibit "A"
Page 1 of 1
DBO205324.ODOi/67797252
McHenryCoumyRecorder # 2009SO052305
Ord— 0=0-5tl Mtl P WC 2(llM-523tl5 RECALL P.W4 of ltl poDtPd fly: Uavo Faym Vlrn1e11.3/7!/2U161:33:57 Mt
EX MXT A
[WRITTENMETES AND BOUNDS OF THE PREMISES
AND INGRES&WRESS AND UTILI'!'Y EASEMENT]
(Sec attached)
Memmndum of Land Lme Agreerncnt — Di McHenry
Eyj&t "A"
PASC 1 of 1
DS021803324,0D01/67787252
McHenry County Recorder# 2009ROD52305
Orda,: Um"o-51K1m-P O ;20N.5rJUS$Kcm Pa 5 rfO
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POOR COPY WHEN
PRESENTED FOR RECORDING
REWROER NOT RESPONSIBLE
McHenry County Recorder# 2009R0052305
Wd— O=V-SM72-P Dot: 2009.57"S REC AU Naga fi of lU
H
Createdey:Oavarayga Wlnted:3/22/2OI64:33:WAM
[BOUNMMMY SURVEY OF T.B3 PREMISES
AND WGRESSn aRE5S AND UTILITY EASEMENT]
(Sec attached)
Manotandum of Land Lean Agrectu at —LYT McHenry
D
Page 1 of2
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Linear Title & Closing, Ltd.
127 John Clarke Road, First Floor
Middletown, RI 02842
rLINEAR (401)841.9991
'FITLE & CLC>WIG BUYER(S) FINAL CLOSING STATEMENT
Type: Commercial
Property: 1415 INDUSTRIAL DRIVE
MCHENRY, IL 60050 (MCHENRY)
Buyer(s): GLOBAL SIGNAL ACQUISITIONS IV LLC, A DELAWARE LIMITED LIABILITY
COMPANY
2000 Corporate Drive
Canonsburg, PA 15317
Seller(s): THE CITY OF MCHENRY, AN ILLINOIS MUNICIPAL CORPORATION
333 S. Green Street
McHenry, IL 60050
File Number.
CRC-509872-P
Loan Number:
829475
Sales Price:
$417,500.00
Close Date:
5126120116
Deposits, Credits, Debits
Contract sales price
$417,500.00
Consideration for Leger Agreement
$50.00
Title Charges
Owner's coverage $417,500.00 Premium $960,00 to Linear Title & Closing, Ltd.
$960.00
Abstract or title search to Linear Title & Closing, Lld.
$850.00
Illinois State Fee: to Linear Title & Closing, Ltd.
$3.00
Settlement or dosing fee to Linear Title & Closing, Ltd. $875.00
$875.00
Roo/Svc Fee to Linear Title & Closing, ILK $75.00
$75.00
Recording Fees
Recording Fees: Grant of Easement and Assignment of lease to McHenry County Recorder $68.00
$68.00
Transfer Tax: Grant of Easement and Assignment of Lease to McHenry County Recorder $626.25
$626,25
Additional Charges
TOTAL CHARGES $426,167.89
GROSS AMOUNT DUE BY PURCHASER $421,007.25
Totals
$421,007,25
$0.00
Balance Due FROM Buyer: $421,007.25
File Number. CRC-509872-P 1 of 2
BUYER(S)
Global Sig quis" WILL LL , Delaware limited liability company
printAngel SIrt7e
Title:
APPROVED AND ACCEPTED
Director Land Acq. Cps
SETTLEMENT COORDINATOR
John Nathan Chandler%1/Al
File Number: CRC-509872•P 2 of 2
rL"I N EAR
'[I']-L[ & CLOSING
Linear Title & Closing, Ltd.
127 John Clarke Road, First Floor
Middletown, RI 02842
(401)841-9991
SELLER(S) FINAL CLOSING STATEMENT
Type: Commercial
Property: 1415INDUSTRIAL DRIVE
MCHENRY, IL 60050 (MCHENRY)
Buyer(s): GLOBAL SIGNAL ACQUISITIONS IV LLC, A DELAWARE LIMITED LIABILITY
COMPANY
2000 Corporate Drive
Canonsburg, PA 15317
Seiler(s): THE CITY OF MCHENRY, AN ILLINOIS MUNICIPAL CORPORATION
333 S. Green Street
McHenry, IL 60050
File Number. CRC•509872-P
Loan Number: 829475
Sales Price: $417,500.00
Close Date: 5/2612016
DeeeSipiibd. «, ��Y,,, .. ::.,' _ , . <<<�.•. , .s s'' . ,.. � '.; ;,,. '� ,;: ..'... ;`„�.�
� � D'e,�lt,r �1
;Credit.
Deposits, Credits, Debits
Contract sales price
$417,500.00
Consideration for Letter Agreement
$50.00
Totals
$0.00
$417,550.00
Balance Due TO Seller: $417,550.00
File Number. CRCv09872•P 1 of 2
APPROVED AND ACCEPTED
SELLER($)
The Cry of McHenry,
en IIIin ' un pal coop bon
By.
W. Name: Dedk Morefield
Title: Cy
Administrator
SETTLEMENT COORDINATOR
John Nathan Chandler
FilaNumber: CRC509872-P 2 of 2
LINEAR Middletown,
John Clarke Road
Middletown, RI 02842
Tel: 877-841-9991
TITLE&CLOSIN Fax:401-537-9119
WAIVER OF SETTLEMENT AGENT RESPONSIBILITY
Date: May 25, 2016
File Number: CRC-509872-P
Settlement Agent: Linear Title and Closing, Ltd. ("Linear")
Seller: The City of McHenry, an Illinois municipal corporation
Buyer: Global Signal Acquisitions IV LLC, a Delaware limited liability company
Property: 1415 Industrial Drive, McHenry, IL 60050
Linear is released from and shall have no liability, obligation or responsibility with respect to, (a)
withholding of funds pursuant to Section 1445 of the Internal Revenue Code 1986 as amended,
(b) advising the parties as to the requirements of such Section or (c) determining whether the
transferor is a foreign person under such Section, acting as the Qualified Substitute or
otherwise making any inquiry concerning compliance with such Section for any party to the
transaction.
BUYER(S):
Global Signal Acquisitions IV LLC, a Delaware limited liability company
By:
Print Name:
Real Estate Transaction Manager
Title:
0�
Middletown,
John Clarke Road
LINEAR
Middletown, RI02842
Tel- 877-841-9991
TIT LE&CL.OS]N. Fax:401-537-9119
WAIVER OF SETTLEMENT AGENT RESPONSIBILITY
Date: May 25, 2016
File Number: CRC-509872-P
Settlement Agent: Linear Title and Closing, Ltd. ("Linear")
Seller: The City of McHenry, an Illinois municipal corporation
Buyer: Global Signal Acquisitions IV LLC, a Delaware limited liability company
Property: 1415 Industrial Drive, McHenry, IL 60050
Linear is released from and shall have no liability, obligation or responsibility with respect to, (a)
withholding of funds pursuant to Section 1445 of the Internal Revenue Code 1986 as amended,
(b) advising the parties as to the requirements of such Section or (c) determining whether the
transferor is a foreign person under such Section, acting as the Qualified Substitute or
otherwise making any inquiry concerning compliance with such Section for any party to the
transaction.
SELLER(S):
The City of McHenry,
an Illinois municipal orporation
By:
Print Name: Der Mor field
Title: City Admini for
AFFIDAVIT TO BE SIGNED BY GRANTOR/LESSOR IN CONNECTION WITH TITLE INSURANCE POLICY TO BE ISSUED
***STRIKE THROUGH ITEMS THAT DO NOT APPLY'"**
Grantor is the owner of that certain land and premises in the City of McHenry, County of McHenry, State of Illinois, by grant or
conveyance described in the Public Records of McHenry County, Illinois at Document Number 2007110043638, the description
and depiction of said property is attached hereto as Exhibit "A" (hereinafter "Grantor's Property").
Now, therefore, the Grantor(s)/Lessor(s) on oath depose(s) and say(s) as follows:
I/We have owned subject premises/easement interest now being sold continuously for years, and my enjoyment thereof
has been peaceable and undisturbed and the title to said property has never been disputed or questioned to my knowledge,
nor do I know of any facts by reason of which the title to, or possession of, said property might be disputed or questioned, or by
reason of which any claim to any of said property might be asserted adversely to me, and more particularly:
1. The Grantor(s)/Lessor(s) during the time of ownership of the premises above described has/have conveyed no
portion of the premises nor done any act or allowed any act to be done which has changed or could change the
boundaries of the premises. There has never been a dispute with any neighbor with respect to the location of
any structure on the Premises or on any neighbor's property. Grantors)/Lessor(s) have never had a dispute with
any neighbors regarding the property lines of the Premises.
2. The Grantors)/Lessor(s) has/have allowed no encroachments on the premises above described by any adjoining
land owners nor had/have the undersigned encroached upon any property of adjoining land owners. That to my
knowledge the structures on the Premises have been in existence in their current condition for at least two
years. To my knowledge, there have been no additions or modifications to the structures during the past two
years.
3. The Grantor(s)/Lessor(s) has/have allowed no easements, rights of way, continuous driveway usage, drain,
sewer, water, gas, or oil pipeline or other rights of passage to others over the premises above described and
has/have no knowledge of such adverse rightsje.XCep% f0C e415-t inj w4i 141 ec2sewa 't'S "d
4. The Grantor(s)/Lessor(s), at present, and for a period of 120 days past, has/have caused no construction,
erection, alteration or repairs of any structures or improvements on the premises above to be cited to be done
nor has have contracted for any material to be delivered to the premises.
5. The Grantor(s)/Lessor(s) has/have no knowledge of any old highways, abandoned roads, lanes, cemetery, or
family burial grounds, springs, streams, rivers, ponds, or lakes bordering or running though said premises.
6. That to my knowledge, all indebtedness due anyone for labor, materials or services which might be liens on said
property is fully paid unless otherwise indicated herein.
7. That to my knowledge, no security interest under the Uniform Commercial Code has been perfected against the
improvements on said property unless otherwise indicated herein.
8. That to my knowledge, there are no judgments, pending litigations, executions or attachments in or from any
Court affecting said property unless otherwise indicated herein.
9. That no bankruptcy proceeding in any federal Court has been filed against or by the owner(s) of said property
unless otherwise indicated herein.
10. To my knowledge, there is no outstanding contract of sale or conveyance affecting said property unless
otherwise indicated herein.
11. That all persons who have executed or will execute instruments conveying or encumbering said property are at
least 18 years of age and are free from legal disability.
The City of McHenry,
an Illin ' uniclpal r ation
By: 1, 1 P
Print Name: Derik mire Ie
Title: City Administra
Subscribed and sworn to before me this LID day of 20 tD.
NOTARY PUBL C
r "OFFICIAL SEAL
Deborah A. Glick.
'Notary Public, State of Illinois
My Commission Expires, 03/27/2Q17
In order to induce the Companlito remove skd exceptions, the undersigned Grantee(s)/Lessee(s) of subject property on oath
depose(s) and say(s) that JOAA 14'�9 has/have 'read the contents of Grantor(s)/Lessor(s) Affidavit
above, has/have viewed the pro*erty, and now(s) of no facts which would contradict the contents of said affidavit.
Global Signal Acquisitions IV LLC, a Delaware limited liability company
By:
Print Name: "elan Sfli:th
Title: Real Estate Transaction Manager
Subscribed and sworn to before me this U & day of 20_[�
NOTA Y PU LIE
RM.
KELSER RONNETTE MCMILLER
Notary PublIC, State of Texas
Comm. Expires 03.26-2018
Notary ID 128219417
CERTIFICATE OF NON FOREIGN STATUS
Section 114 of the Internal Revenue Code provides that a transferee (buyer) of a U.S. real
property interest must withhold tax if the transferor (seller) is a foreign person. To inform Global
Signal Acquisitions IV LLC, a Delaware limited liability company (the "Transferee") that
withholding of tax is not required upon the disposition of a U.S. real property interest by The
City of McHenry, an Illinois municipal corporation (the "Transferor"), the undersigned hereby
certifies the following on behalf of the Transferor:
1. That the Transferor is the owner of the following described property, to wit:
Lot: McHenry
Premises: Grantor is the owner of that certain land and premises in the City of McHenry,
County of McHenry, State of Illinois, by grant or conveyance described in the Public
Records of McHenry County, Illinois at Document Number 2007R0043638, the
description and depiction of said property is attached hereto as Exhibit "A" (hereinafter
"Grantor's Property").
2. The Transferor is not a non-resident alien for purposes of the U.S. income taxation (as such
term is defined in the Internal Revenue Code and Income Tax Regulations).
3. The Transferor's U.S. taxpayer identification number (Social Security Number): -- 600539,3
4.The Transferor's address is
353 51C7 &7
5.The Transferor understands that this certification be disclosed to the Internal Revenue Service
by the Transferee and that any false statement contained herein could be punished by fine,
imprisonment or both.
UNDER PENALTIES OF PERJURY, I DECLARE THAT I HAVE EXAMINED THIS
CERTIFICATION AND TO THE BEST OF MY KNOWLEDGE AND BELIEF IT IS TRUE,
CORRECT AND COMPLETE, AND I FURTHER DECLARE THAT I HAVE AUTHORITY
TO SIGN THIS DOCUMENT ON BEHALF OF THE TRANSFEROR.
DATED:
The City of McHenry,
a llinois municipal corporation
By:
Tint Name: Derik Morefield
Title: City Administrator
SUBSTITUTE FORM 1099-3
PROCEEDS FROM REAL ESTATE TRANSACTIONS
FOR THE TAX YEAR: 2016
OMB No. 154 4097
2ETTL1MENTA0ENTMWR'$ NAME AND ADDRESS Here Weral Tax ID Numbor.20-2137313
Linear Title & Closina FILE NuMBER:CRC-509872-P
127 John Clarke Rd.
Middletown, RI 02842
8814 RtTRAF{9F R�=0 'SNAMSANDADDR&S9 Tnt ' erot'e�F �tTax�ID�> r
A!nrW Me
1) Date of Cloaing: 2) Gross Proceeds: 4) x ham It property or services reestvad: a) Buy+rs part of real salad tut:
5/25/2016 $0
3j Addreas or legal DeacriptIon:
THIS IS IMPORTANI'TAX INFORMATION AND IS BEING FURNISHED TOTHEINTERNAI.REVENUESERVICE. IF YOVAHE REQUIREDTO
FILE A RETURN, A NEGLIGENCE PENALTY OR OTHER SANCTION WILL BE IMPOSED ON YOU IF THIS ITEM IS REQUIRED TO BE
REPORTED AND THEIRS DETERMINES THAT IT HAS NOT BEEN REPORTED.
YOUARE REQUIRED BY LAW TO PROVIDE US WOYOURCORRECTTAXPAYER IDENTIFICATION NUMBER, IFYOU DO NOT PROMOS
US WITH YOUR CORRECTTAXPAYERIDENTIFlrr,AT10NNUMBER YOU MAYBE SUBJECT TOCIVIL ORCRIMINALP04ALTIESIMPOSED
BY LAW. tl� UNDER PENALnESOFPERJURY, ICERTIFY T TTHE NUMBER SHOWNASOVEONTHIS STATEMENTISMYCORRECT TAXPAYER
IDENTIFICATION NUMBER. tACKNOWLEDGERBCEIPTOFACOPYOFTHIS STATEMENT.
The City of YHeniy Data
Data
Instructions forTransforor
You MUSTentor your Fedwal Tax Identi0ca8on Numbar above.
Sign end roinm a copy of this form Immediately
For sales orexrharan of canaln met "to. the oomon rosoorW
You may have to recapture (pay bock) a8 or part of a Federal moduago aabsW stall the Rh Wng ap*.
m You roeolvad a ben provided from the procoods of a gwIA)d mortgage borW or you s c*M a mortgage credit rort1kate.
• Your orgkW modgago ben rues POAM after'IM and
• You sold or dbpoced of your crone at a gain duff N Ihst 9 yoars after you mcalwl the Federal mortgage subsidy.
This wilt kxrease your tax. Sae Fore 0828, RacepWro of Federal Mortgage Subsfdy, and Pub. 523, SMUV Your Home.
If you have already geld the real estate tazfor the perlod got indudas the sale date, aubitact the aroxad in box 5 from tha amountakaadypald to
detain Im'your cW0 real aerate Im W'd you have almady:dWWod.fha.mal utate tax In a. prior year, gwwmlty report acts snow as
lncane on the `Ot?W Income• one of Form 1040. Formom nkaiiat on, sea Pub. 523.
For Paperwork Reduction Act Notice, soo the 2002 Imbucdons for Forms 1000,10D8. 6408, and W.G2.
DeperUnwX el are Tmuwy- Intemai RWww Service
***EXEMPT
Form w9
Request for Taxpayer
Qlve, Form to the
(Ctev.August2ote)
tdejntlflcatlorrNuinber and Certification
to quottor. Do not
send tolho IRS.
oep�tn,entoftneTreas�y
s,ternm Revenue service
Name (as oho on your income tax return}
G en r
ni
Business namerdi entity name,. it different fronglabovo
Check appropriate box for federal taxciassilicallon:
Exemptions (see instructtons):
[� individual/abte proprietor [] C Corporation ❑ S Corporation .0 Partnership ❑ Trusbastate
m
n
Exempt payee code Of any)
:.
[ Umited.8atiility companyr. Enter the taz dassiftcatbn (C. C cdrporadon; SeS corporation, pmpartnorshlp) ► .....
Exemption from FATCA reporting
0
coda (If any)
Other (sestnstructions)► 1,1111 f t
0
Address (number, Street, and apt or suite no.) _
Requester's name and address (9ptlor4
3 3 S. Green ..
City, state, and ZIP code
60 D50
Ust account numher(s) (optlonaq
I OD
IMMIN
Taxpayer Identification Number , IN).
Enter your TIN In the appropriate bog. The TIN provided must match the name given on the "Name" line
Isoctalsecuftnumber
�j
Ito avold backup Withholding For individuals, `this is your social: security number (SSN) However, fora
resident alien soleproprietot, or,disregarded entity, see the Part I instructions' on' page 3. For other
RnWIAs: itla your amnlovArldentifilc4on numliar tEIM:-tf you do not have a number: see How to fief a
1
1
77M an page 3.
Note, if ills ecebunt:Is in more than one namel!see.the chatt.on page 4 for guidelines an whose Employer Identification number
nuntber to enter: (; D
giig= . uentncatnon
Under• per►alties of Pedury,1. certify that:
1 The number shown on this:forni is my -correct taxpayer identification pumber (ori am waiting for number to bs issued to mej, and
2 1 am not subject to backup withholding because (a) I am o'kempt from backup Withholding, or (b) i:have not:been notified by ilia Internal :Revenue
Se)vioe (IRS) that I em, subject o backup Whhhoid)ng as a result of a failure to report. ell interest or dividends, or (c) tho 1RS has not f fio .. a that `f am
no lohgersubjectto backup withholding, and
3: 1 atn tU.S. Citizen or other IJ:S; person (defined below), and
A. f tie'FATCA cade(s} entered on this faint: (it any) iridk;ating that i am `oxenipt from FATCA reporting is: correct
Cet tltioation lnstritctions. You must cross out item 2 above if you have _bQen notified by.the iRS that'you'are currently subject to'' backup withholding
because you have failed to report ail interest,add. dividends on your taxretum For real estate transactions, item 2 does.rot apply; Eor mortgage
interest paid, acquisittun_ or abandonment of secured prpperty; cancel)afion of deli!; Contributions to an individual retirerrienf arrangement;pRA), and
generally, payments t)ther than Jnterest and dividends, you era not required to_sign the cert{flcation, tiut you must proviiie your c direct iiN. Seethe
instructions on C age 3.
*9.n f3lgriaturo m f
Here . u:S peNsonl oats►. ,20�/!0.... .
General Instructions
soot .W references are to the Intomel Revenue cone unless otherwise noted.
Fuhtre.developments The IFtS has created a: page on IRS.ggoov,for Intormetion
about Fonts W S, atwww.Irv.0ovAVO ff6tme#lon about anytulure davetopments.
aNecurig Form W-9 (such as te&.1ation ohadtod after we release it) will be.posted
on that•page.
Purpose :of, Form
A person who is required to file an information return with the IRS must :obtain your
icorrecttaxpayar ideiiMatron number(TlF to report; for example, thorns paid to
you paytnonts m>ade;ta you in settlenutnt of payment card and third patty network
withholding tax on forelgn.partners' share of effectively c9pnected Income, and
A..Certify that FA CA codats) entered on.ttite totm,(If arty) kitllcattrig that, you are.
'exempt trbm ilia t=ATCA feporting, is correct.
.191111a1 lv }i lla rVl/ll tT•i..
Definition of a t7 &.0erso.n. For federal tax purposes, you are considered a U.S.
person, if you are:
:+ An IndhAduaI whots'a U.S: olGzen or U.S. resident awl
+ A pa Inersriip; corporation compariq or association created ar fxganizad in the
United Statesor under tnetavrs df the Untied States,
CCROWN
CASTLE
May 17, 2016
City of McHenry
Attention: Doug Martin
333 S. Green Street
McHenry, Illinois 60050
Crown Castle
1220 Augusta Drive, Suite 600
Houston, TX 77057
RE: Global Signal Acquisitions IV, LLC
Business Unit # 829475
CITY OF MCHENRY VZW
Dear City of McHenry:
Tel 713 570.3000
Fax 713 570.3100
www.crowncastle.com
The closing date for the purchase of the perpetual easement on the above -
referenced tower is scheduled to occur on May 25, 2016. As part of this easement
transaction, the City of McHenry shall assign all rights, title, and interest in and to the
existing third party telecommunications lease on the tower site; Verizon Wireless.
Therefore, this Letter acknowledges the agreement between the parties to the
Easement Purchase that any rent checks made payable to the City of McHenry that are
issued as rent for the month of June 2016 and thereafter on the above -referenced site shall
not be cashed or deposited but shall instead be returned to Verizon Wireless, along with a
copy of this Letter Agreement, with instructions to re -issue payment directly to Global
Signal Acquisitions IV, LLC at the following address:
Contract Management and Relations Department
Crown Castle
Attn: Dave O'Toole
2000 Corporate Drive
Cannonsburg, PA 15317
By signing below we agree that the Grantor(s) have executed this Letter
Agreement, that Global Signal Acquisitions IV, LLC is entitled to any rent checks made
payable to the City of McHenry that are issued as rent for the site referenced above after
June 2016, and that Grantor(s) will abide by the terms of this Letter Agreement.
829475/City of McHenry
By signing below we agree that the Grantor(s) have executed this Letter
Agreement and wilj abide by the terms of this letter agreement.
City of
Subbrib6,d ahei &"Olen -b 1O&rt yrue.
-uS Qa dad 0�- rylq..4 ab1(o
• �1LL
—LUba,", P'. %1: CL
"OFFICIAL SEAL"
Deborah A. Glick
Notary Public, State of Illinois
My Commission Expires W/27/2017
829475/City of McHenry
Sincerely,
Jennifer Hamlin
Transaction Specialist
PTAX-203
Illinois Real Estate
Transfer Declaration
Please read the instructions before completing this form.
This form can be completed electronically at tax.illinois.gov/retd.
Step 1: Identify the property and sale information.
1 1415 INDUSTRIAL DRIVE
Street address of property (or 911 address, if available)
MCHENRY 60050
City or village ZIP
MCHENRY
Township
2 Write the total number of parcels to be transferred. 1
3 Write the parcel identifying numbers and lot sizes or acreage.
Property index number (PIN) Lot size or acreage
a09-27-428-018
Write additional property index numbers, lot sizes or acreage in
Step 3.
4 Date of instrument: 0 5/ 2 0 1 6
Month Year
5 Type of instrument (Mark with an 'X"): Warranty deed
Quit claim deed Executor deed Trustee deed
Beneficial interest X Other (specify): EASEMENT
6 Yes X No Will the property be the buyer's principal residence?
7 Yes x No Was the property advertised for sale?
(i.e., media, sign, newspaper, reactor)
8 Identify the property's current and intended primary use.
Current Intended (Mark only one item per column with an "X:')
a — Land/lot only
b_, _ Residence (single-family, condominium, townhome, or duplex)
c_- Mobile home residence
d_ Apartment building (6 units or less) No. of units:
e_ _ Apartment building (over 6 units) No. of units:
f _ Office
g_ _ Retail establishment
h_ _ Commercial building (specify):
i _ — Industrial building
j _ Farm
k_ x _X_ Other (specify): EASEMENT, EASEMENT
ai County:
RN
d=
!0 U
rA� I.r'`c...
ZO
1+
e 2
0
cr Vot,:
co �
R'... ehj— d by;
9 Identify any significant physical changes in the property since
January 1 of the previous year and write the date of the change.
Date of significant change: /
Month Year
(Mark with an "X.")
Demolition/damage —Additions —Major remodeling
New construction Other (specify):
10 Identify only the items that apply to this sale. (Mark with an "X")
a Fulfillment of installment contract year contract initiated : ----
b Sale between related individuals or corporate affiliates
c Transfer of less than 100 percent interest
d Court -ordered sale
e Sale in lieu of foreclosure
f Condemnation
g Short sale
h Bank REO (real estate owned)
i Auction sale
j Seller/buyer is a relocation company
k Seller/buyer is a financial institution or government agency
Buyer is a real estate investment trust
m Buyer is a pension fund
n Buyer is an adjacent property owner
o Buyer is exercising an option to purchase
p Trade of property (simultaneous)
q Sale -leaseback
r Other (specify):
s Homestead exemptions on most recent tax bill:
t General/Alternative $ 0 .0 0
2 Senior Citizens $ o . 00
3 Senior Citizens Assessment Freeze $ 0.00
Step 2: Calculate the amount of transfer tax due.
Note: Round Lines 11 through 18 to the next highest whole dollar. if the amount on Line 11 is over $1 million and the property's current use on Line 8
above is marked "e,"'f," "g," "h," "i," or "k," complete Form PTAX-203-A, Illinois Real Estate Transfer Declaration Supplemental Form A. If you are record-
ing a beneficial interest transfer, do not complete this step. Complete Form PTAX-203-B, Illinois Real Estate Transfer Declaration Supplemental Form B.
11 Full actual consideration 11 $ 417, 500.00
12a Amount of personal property included in the purchase 12a $ 0.00
12b Was the value of a mobile home included on Line 12a? 12b Yes X No
13 Subtract Line 12a from Line 11. This is the net consideration for real property. 13 $ 417. 500 .00
14 Amount for other real property transferred to the seller (in a simultaneous exchange)
as part of the full actual consideration on Line 11
14
$
0.00
15
Outstanding mortgage amount to which the transferred real property remains subject
15
$
0.00
16
If this transfer is exempt, use an "X" to identify the provision.
16
b _k m
17
Subtract Lines 14 and 15 from Line 13. This is the net consideration subject to transfer tax.
17
$
417,500.00
18
Divide Line 17 by 500. Round the result to the next highest whole number (e.g., 61,002 rounds to 62).
18
835.00
19
Illinois tax stamps — multiply Line 18 by 0.50.
19
$
417.50
20
County tax stamps — multiply Line 18 by 0.25.
20
$
208.75
21
Add Lines 19 and 20. This is the total amount of transfer tax due.
21
$
626.25
This form is authorized in accordance with 35 ILCS 200/31-1 et seq. Disclosure of this information
PTAX-203 (R-9110) is REQUIRED. This form has been roved b the Form s Ml ement Canter. IL-492-0227
Page 1 of 4
ID:INT, Declaration Number: 5146-W350-K515-7732
Step 3: Write the legal description from the deed. Write, type (minimum 10-point font`required), or attach the legal description
from the deed. If you prefer, submit an 81/2" x 11" copy of the extended legal description with this form. You may also use the space below to write
additional property index numbers, lots sizes or acreage from Step 1, Line 3.
SEE ATTACHED LEGAL DESCRIPTION
Step 4: Complete the requested information.
The buyer and seller (or their agents) hersbyy verify that to the best of their knowledge and belief, the full actual consideration and facts stated in this declaration are true and correct. if this
transaction involves any real estate located in Cook County, the buyer and seller (or their agents) hereby verify that to the best of their knowledge, the name of the buyer shown on the
deed or assignment of beneficial interest in a land trust is either a natural person, an Illinois corporation or foreign corporation authorized to do business or acquire and hold title to real
estate in Illinois, a partnership authorized to do business or acquire and hold fide to real estate inIllinois, or other entity recognized as a parson and authorized to do business or acquire
and hold title to real estate under the laws of the State of Illinois. Any poison who willfully falsifies or omits any information required in this declaration shall be guilty of a Class B misde-
meanor for the first offense and a Class A misdemeanor for subsequent offenses. Any person who knowingly submits a false statement concerning the identity of a grantee shall be guilty
of a Class C misdemeanor for the first offense and of a Class A misdemeanor for subsequent offenses.
Seiler Information (Please print.)
CITY OF MCHENRY
Seller's or trustee's name Seller's trust number (if applicable - not an SSN or FEIN)
333 S GREEN MCHENRY IL 60050
Street address (after sale) City State ZIP
Seller's or agent's signature
Buyer Information (Please print.)
GLOBAL SIGNAL ACQUISITIONS IV LLC
Buyer's or trustee's name
or
( 815 ) 363 -2210 Ext.
Seller's daytime phone
Buyer's trust number (if applicable - not an SSN or FEIN)
City
State ZIP
( 401 ) 841-9991 Ext.
Buyer's daytime phone
MaN48niii to:
GSA IV LLC 2000 CORPORATE DRIVE CANONSBURG PA 15317
Name or company Street address City State ZIP
Preparer Information (Please print.)
LINEAR SETTLEMENT SERVICES CRC-509872-P
Preparer's and company's name Preparer's file number (if applicable)
Preparer's signature
COMMERCIALQLINEARTITLE.COM
Preparer's e-mail address (if available)
city State ZIP
( 401 ) 841-9991 Ext.
Preparers daytime phone
Identify any required documents submitted with this form. (Mark with an °X°) Extended legal description _.,Form PTAX-203-A
_ Itemized list of personal property _Form PTAX-203-B
To be completed by the Chief County Assessment Officer
1 — — — — — — — — — — — — — — --
County Township Class Cook -Minor —1 Code Code 2
Board of Review's final assessed value for the assessment year
prior to the year of sale.
Land —'---'---°---
Buildings
Department of Revenue Use
3 Year prior to sale-
4 Does the sale involve a mobile home assessed as
real estate? — Yes -_ No
5 Comments
Tab number
Page 2 of 4 PTAX-203 (R-9110)
Step 3• Write the legal description from the deed. Write, type (minimum 10-point font required), or attach the legal description
from the deed. if you prefer, submit an 81/2" x 11" copy of the extended legal description with this form. You may also use the space below to write
additional property index numbers, lots sizes or acreage from Step 1, Line 3.
SEE ATTACHED LEGAL DESCRIPTION
Step 4: Complete the requested information.
The buyer and seller (or their agents) hereby verify that to the best of their knowledge and belief, the full actual consideration and facts stated in this declaration are true and correct. If this
transaction Involves any real estate located In Cook County, the buyer and seller (or their agents) hereby verity that to the best of their knowledge, the name of the buyer shown on the
deed or assignment of beneficial Interest in a land trust Is either a natural person, an Illinois corporation or foreign corporation authorized to do business or acquire and hold title to real
estate in Illinois, a partnership authorized to do business or acquire and hold title to real estate in Illinois, or other entity recognized as a person and authorized to do business or acquire
and hold title to real estate under the laws of the State of Illinois. Any person who willfully falsifies or omits any Information required in this declaration shall be guilty of a Class B misde-
meanor for the first offense and a Class A misdemeanor for subsequent offenses, Any person who knowingly submits a false statement concerning the Identity of a grantee shall be guilty
of a Class C misdemeanor for the first offense and of a Class A misdemeanor for subsequent offenses.
Seller Information (Please print.)
CITY OF MCHENRY
Seller's or trustee's name Seller's trust number (if applicable - not an SSN or FEIN)
1415 INDUSTRIAL/DRIVE MCHENRY IL 60050
Seller's or agent's
Buyer Information (Please print.)
city
State ZIP
( 815 )363-2210 Ext.
Seller's daytime phone
GLOBAL SIGNAL ACQUISITIONS IV LLC
Buyer's or trustee's name Buyer's trust number (if applicable - not an SSN or FEIN)
2000 CORPORATE DRIVE CANONSBURG PA 15317
Street address (after sale) city State ZIP
Buyer's or agent's signature
( 401 ) 841-9991 Ext.
Buyer's daytime phone
Mail tax bill to:
GSA IV LLC 2000 CORPORATE DRIVE CANONSBURG PA 15317
Name or company Street address city State ZIP
Preparer information (Please print.)
LINEAR SETTLEMENT SERVICES CRC-509872-P
Preparer's and company's name Preparers file number (if applicable)
signature
city
State ZIP
( 401 ) 841-9991 Ext.
Preparer's daytime phone
COMMERCIAL@LINEARTITLE.COM
Preparer's a -mail address (if available)
Identify any required documents submitted with this form. (Mark with an "X^) _ Extended legal description _Form PTAX-203-A
Itemized list of personal property _Form PTAX-203-B
To be completed by the Chief County Assessment Officer
1 _—_ _-__ `__ ____ __ 3 Year prior to sale----
County Township class cook -Minor Code 1 code 2 4 Does the sale involve a mobile home assessed as
2 Board of Review's final assessed value for the assessment year real estate? — Yes — No
prior to the year of sale. 5 Comments
Land —' --- — ---
Buildings—
Total ---- — — - -- --- ' ----
Department of Revenue Use
Tab number
Page 2 of 4 PTAX-203 (R-9/10)