Omnipoint CommunicationsMidwest LEASE
(Existing PCS/Cellular Tower)
APPROVED AS TO
FORM
THIS LEASE entered into as of this ~ day of .~[t' ] 2000, by and between the
City of Carreel, Indiana, (Landlord), acting by and through ds Board of Public Works, with its
principal office located at One Civic Square, Carmel, 1N 46032 ("Landlord") and 0mnipoint
Communications Midwest Operations LLC, a' Delaware limited liability company with its
principal office located at 6215 Morenci Trail, Indianapolis, IN 46268
("Tenant").
Background
A. Landlord is the owner in fee simple of a parcel of land located in the City of
Carmel, Hamilton County, State of Indiana, legally described on the attached Exhibit A (the
"Land"), along with a 285-foot high tower structure (the "Tower") located on the Land as shown
on Exhibit B.
B. Tenant is in the communications business and desires to lease the Premises
described below from Landlord and to install a wireless communications facility for use in
connection with its communications business.
C. Accordingly, the parties are entering into this Lease on the terms and,
conditions set forth below.
Agreement
In consideration of the mutual covenants contained in this Lease, the parties agree as
follows:
1. Leased Premises. Landlord leases to Tenant and Tenant leases from Landlord
approximately one hundred (100) square feet of ground space located on the Land as well as
space on the Tower at the height of 220 feet above ground level, together with a non-exclusive
easement for ingress, egress and utilities over the adjacent Land (the "Access Easement"), all as
shown on the attached Exhibit B. The leased ground space on the Land, the leased space on the
Tower and the Access Easement are collectively referred to as the "Premises."
This Lease is not a franchise, nor is it a permit to use the rights-of-way under a Right-of-
Way Permit Statute, if any. Any such franchise or permit must be obtained separately from
Landlord.
2. Term. The initial term of this Agreement shall be for a period of five (5) years
("Term") commencing upon the date Tenant is in receipt of a building permit to begin
construction of the Installation (defined in Section 4, below) (the "Commencement Date"), and
shall terminate on the fifth anniversary of the Commencement Date, unless sooner terminated or
extended in accordance with this Agreement. Tenant shall have the fight to renew the
487083.2 11/2/99 Site ID No. MW07147A
Agreement for four (4) successive five (5) year periods (each a "Renewal Term"), upon the same
terms and conditions in effect during the Term. This Agreement shall automatically renew for
each successive Renewal Term unless Tenant provides written notice to Landlord of its intention
not to renew at least thirty (30) days prior to the expiration of the Term or any Renewal Term.
3. Rent.
a. Tenant shall pay Landlord as rent for the Premises each year during the term of
this Lease the sum of Eighteen Thousand Dollars ($18,000.00) ("Base Rent"). Tenant shall pay
Landlord Base Rent in equal monthly installments in advance the first day of each calendar
month during the Term and any Renewal Term, except that the first payment of Base Rent shall
be made within ten business days following the Commencement Date. In the event the
Commencement Date does not fall on the first day of a month, the first and last monthly payment
of Rent shall be prorated accordingly. Base Rent shall be increased each year as described
hereafter.
b. Tenant shall pay Landlord a late payment charge equal to five percent (5%) of the
late payment for any payment not paid within ten (10) days of the date when due. Any amounts
not paid when due shall also bear interest until paid at the lesser of the rate of two percent (2%)
per month or the highest rate permitted by law.
c. The Base Rent shall be increased annually effective as of each anniversary of the
Commencement Date by an amount equal to the lesser of three percent (3%) or the percentage
increase in the CPI over the CPI for the month 12 months prior to the adjustment date. "CPI"
means the Consumer Price Index for All Urban Consumers, U.S. City Average, All Items, issued
by the Bureau of Labor Statistics for the United States Department of Labor ( 1982-84 = 100). If
the CPI is converted to a different standard reference base or otherwise revised, the adjustment
set forth in this paragraph 'shall be made with the use of the conversion formula published by the
Bureau of Labor Statistics.
d. If this Lease is terminated at a time other than on the last day of the month,' Rent
shall be prorated as of the date of termination and, in the event of termination for any reason
other than Tenant's default, all prepaid Rents shall be refunded to the Tenant.
4. Use of Premises. Tenant agrees to use the Premises for the installation, operation
and maintenance of a wireless communications facility, including, without limitation, installation
of radio equipment cabinets, associated antennas, mounting equipment, telephone, electric and
radio cables and other transmission lines, and other related equipment (collectively, the
"Installation"). The Installation, whether attached to or otherwise brought onto the Premises,
shall at all times remain personal property and shall not be considered fixtures, and at Tenant's
option may be removed by Tenant at any time during the Term hereof or any Renewal Terms (as
defined below). Upon expiration or termination of this Agreement Tenant agrees to repair any
damage to the Premises caused by Tenant and restore the Premises to its condition on the
Commencement Date (as defined below), ordinary wear and tear, damage from the elements, and
casualty beyond Tenant's control excepted. Tenant shall, at its expense, comply with all present
and future federal, state, and local laws, ordinances, rules and regulations (including laws and
487o83.2 nr,,./99 Site ID No. MW07147A
ordinances relating to health, safety, radio frequency emissions, and radiation) in connection
with its use, operation, maintenance, construction and/or installation on the Premises.
5. Site Testing. Tenant, at its option, following the Commencement Date, may
perform or prepare, or cause to be performed or prepared, (a) engineering surveys, title reports
and structural analysis reports for any existing support structure on which Tenant will locate its
Installation, and (b) any other testing or other reports in connection with Tenant's occupancy of
the Premises for its intended purposes. Any adverse test result or report will entitle Tenant to
terminate this Agreement, in its sole discretion; and no flirther liabilities under this Agreement
shall remain in force or effect, including but not limited to the payment of Rent.
6. Tenant Improvements. Tenant shall have the right to use whatever measures it
deems reasonably appropriate to install the Installation on the Premises, provided that it is in
compliance with all applicable laws and regulations.
Tenant shall operate its Installation, and if applicable, Tenant shall operate the
Property, in complianc.e with all Federal Communications Commission ("FCC") regulations.
7. Interference.
a. Tenant agrees not to exceed cumulative emissions limits or to cause interference
to the radio frequency communication operations of Landlord, Landlord's tenants, or anyone
holding an agreement with Landlord to operate on the Land or Tower if such equipment is
installed and properly operating prior to the effective date of this Agreement. Landlord will
cooperate with Tenant in obtaining necessary information with regard to such uses of the Land
or Tower by Landlord and others.
b. After the effective date of this Agreement, Landlord shall not install or permit the
installation of any structure or broadcasting or other communications equipment which exceeds
cumulative emissions limits or interferes with, alters or restricts the operations of Tenant. Such
interference or excess emissions shall be deemed a material breach of this Agreement by
Landlord. Should such interference or excess emissions occur, Landlord shall promptly take all
necessary action, at no cost to Tenant, to eliminate the cause of said interference or excess
emissions, including, if necessary removing or causing to be removed the equipment causing
said interference or excess emissions.
8. Taxes. Landlord shall pay all real property taxes for the Land and Tower,
including as applicable to the Premises. Tenant shall pay any personal property or use and
occupancy taxes directly attributable to the presence of Tenant's personal property, including,
without limitation, the Installation, on the Premises. Landlord hereby grants to Tenant the right
to contest or challenge, whether in a legal or administrative proceeding or other venue, on behalf
of Landlord and/or Tenant, any personal property or use and occupancy tax assessments that may
affect Tenant, and to withhold payment pending resolution of any contest or challenge. If
Landlord receives notice of any such personal property or use and occupancy tax assessment for
which Tenant may be responsible, in whole or in part, Landlord shall provide timely notice of
the assessment to Tenant, sufficient to allow Tenant to contest or challenge such assessment.
487083.2 11/2/99 Site ID No. MW07147A
9. Signs. Tenant may place signs on the Premises subject to applicable governmental
regulations; however, Tenant shall first obtain the Landlord's written consent to design, size and
location.
10. Maintenance. Tenant shall, at its own expense, maintain the Premises and all
improvements, equipment and other personal property on the Premises in good working order,
condition and repair. Tenant shall keep the Premises free of debris and anything of a dangerous,
noxious or offensive nature or which would create a hazard or undue vibration, heat, noise or
interference.
11. Access. Landlord agrees to provide twenty-four (24) hours, seven (7) days a week
access to the Premises without charge to Tenant, Tenant's employees or any subcontractors or
agents, which access shall remain unimpeded throughout the Term and any Renewal Term of
this Agreement. Landlord agrees that if requested by Tenant it will (i) provide Tenant with any
key or keys necessary to access the Premises, and (ii) permit Tenant, at it's own cost and
expense, to install a lockbox for Tenant's sole use at the Premises that will contain any access
keys necessary for Tehant's purposes. Landlord and its agents shall have the right, upon
reasonable prior notice to Tenant, to enter the Premises at reasonable times to examine and
inspect the Premises.
12. Utilities. In connection with the Installation, Tenant shall have the right, at its sole
cost and expense, to obtain electrical and telephone service directly from the se~icing utility
company, including the right to install a separate meter and main breaker, where required.
Tenant shall be responsible for the electricity it consumes for its operations. Landlord agrees
that if an easement is required to obtain and maintain utility services, an acceptable location will
be agreed to by Landlord and the servicing utility company, and Landlord shall grant such
easement in writing to the servicing utility company.
Tenant shall have the right, at Tenant's sole cost and expense, to run transmission lines
from the equipment area to the antenna locations and to run power and telephone service from
the main feed to the communications equipment. Further, Tenant agrees to perform all
improvements in a good and workmanlike manner.
13. Govemmental Approvals. Landlord agrees to cooperate with Tenant in making
application for and obtaining, at Tenant's expense, any local, state, federal licenses, permits and
any other approvals (the "Approvals") which may be required to allow Tenant's use of the
Premises. Tenant shall employ due diligence to obtain Approvals in a timely manner. If,
however, Tenant is denied or is unable to obtain a required Approval, Tenant shall have the
exclusive right to terminate this Agreement in its sole discretion, and no further liabilities under
this Agreement shall remain in force or effect, including but not limited to the payment of Rent
(as defined below).
14. Default and Landlord's Remedies. It shall be a default if Tenant defaults in the
payment or provision of Rent or any other sums to Landlord when due, and does not cure such
default within ten (10) days; or if Tenant defaults in the performance of any other covenant or
487083.2 11r2/99 Site ID No. MW07147A
condition of this Lease and does not cure such other default within thirty (30) days after written
notice from Landlord specifying the default complained of (or if the default is of a nature which
cannot reasonably be cured within thirty (30) days, then such period shall be extended, provided
that Tenant commences the cure within such thirty (30) day period and diligently pursues such
cure to completion); or if Tenant is adjudicated as bankrupt or makes any assignment for the
benefit of creditors; or if Tenant becomes insolvent or Landlord reasonably believes itself to be
insecure.
In the event of a default, Landlord shall have the right to terminate this Lease after ten
(10) days prior written notice (provided the default is not cured within such ten (10) period).
15. Damage or Destruction. If the Premises are damaged or destroyed by casualty
such that Tenant is unable to operate its Installation, then at any time after such occurrence, but
prior to restoration of the Premises, Tenant may elect to terminate this Agreement as of the date
of the damage or destruction. If Tenant chooses not to terminate this Agreement, the Rent shall
be reduced or abated in proportion to the actual reduction or abatement of use of the Premises.
16. Condenination. In the event the Premises are taken by eminent domain, this
Lease shall terminate as of the date title to the Premises vests in the condemning authority. In
the event a portion of the Premises is taken by eminent domain so as to materially hinder
effective use of the Premises by Tenant, either party shall have the right to terminate this Lease
as of said date of title transfer, by giving thirty (30) days' written notice to the other party. In the
event of any taking under the power of eminent domain, Tenant shall not be er~titled to any
portion of the reward paid for the taking and the Landlord shall receive full amount of such
award. Tenant shall hereby expressly waive any right or claim to any portion thereof although
all damages, whether awarded as compensation for diminution in value of the leasehold or to the
fee of the Premises, shall belong to Landlord, Tenant shall have the right to claim and recover
from the condemning authority, but not from Landlord, such compensation as may be separately
awarded or recoverable by Tenant on account of any and all damage to Tenant s business and
any costs or expenses incurred by Tenant in moving/removing its equipment, personal property,
and leasehold improvements.
17.: Indemnity and Insurance.
a. Insurance. Tenant shall provide and maintain, during the Term of this Agreement
and any Renewal Terms, commercial general liability insurance on an occurrence basis with a
combined single limit for bodily injury and property damage of One Million Dollars
($1,000,000). Tenant shall name Landlord as an additional insured on Tenant's commercial
general liability insurance policy and provide Landlord with an insurance certificate prior to the
Commencement Date. In addition, Tenant shall maintain worker's compensation insurance as
required by applicable state law. Each party shall maintain "all risk" or "special causes of loss"
property insurance policies insuring its property affected by this Agreement.
b. Subrogation. Tenant and Landlord release each other from any claims for
damage to the Land, Tower or to the Installation covered and provided for in its own property
insurance policies which are in full force at the time of such claim. Tenant and Landlord shall
487o83.2 nr2t99 Site ID No. MW07147A
instruct their respective property insurance companies to waive any and all right of recovery by
way of subrogation against the other in connection with any such damage.
c. Indemnification. Landlord and Tenant each agree to indemnify and hold harmless
the other party from and against any and all claims, damages, costs and expenses, including
reasonable attomeys' fees, to the extent caused by or arising out of (a)the negligent acts or
omissions or willful misconduct in the operations or activities on the Land and Tower by the
indemnifying party or the employees, agents, 'contract. ors, licensees and/or tenants of the
indemnifying party (other than the indemnified party), or (b) a breach of any obligation of the
indemnifying party under this Agreement, or (c) environmental conditions caused by the
indemnifying party or its employees, agents, contractors, licensees and/or tenants (other than the
indemnified party). In addition, Landlord shall indemnify Tenant with respect to (i) any
environmental conditions which pre-exist Tenant's right to use and occupy the Premises, and (ii)
environmental conditions caused by a party not under Tenant's control. Notwithstanding the
foregoing, this indemnification shall not extend to, nor shall either party be liable for, indirect,
special, incidental or consequential damages, including, without limitation, loss of profits,
income or business ol3pormnities by a party or anyone claiming through that party. The
indemnifying party's obligations under this Paragraph are contingent upon (x) its receipt of
prompt written notice of any event giving rise to an obligation to indemnify the other party and
(y) the indemnified party's granting it the right to control the defense and settlement of the same.
The provisions of this Paragraph shall survive the expiration or termination of this Agreement.
18. Holding Over. Any holding over after the expiration of the term hereof, with the
consent of the Landlord, shall be construed to be a tenancy from month to month at one hundred
fifty percent (150%) of the Rent herein specified (prorated on a monthly basis) and shall
otherwise be for the term and on the conditions herein specified, so far as applicable.
19. Subordination to Mortgage. Any mortgage or deed of trust now or subsequently
placed upon any property of which the Premises are a part shall be deemed to be prior in time
and senior to the rights of the Tenant under this Lease. Tenant subordinates all of its interest in
the leasehold estate created by this Lease to the lien of any such mortgage or deed of trust.
Tenant shall, at Landlord's request, execute any additional documents necessary to indicate this
subordination. Should the Premises be encumbered by any mortgage or deed of trust, Landlord
shall make a good faith effort to obtain from mortgagees or trustees existing on the effective date
of this Agreement and shall obtain from subsequent mortgagees or trustees, a non-disturbance
and attornment agreement in favor of Tenant.
20. Acceptance of Premises. By taking possession of the Premises, Tenant accepts
the Premises in the condition existing as of the Commencement Date. Landlord makes no
representation or warranty with respect to the condition of the Premises and Landlord shall not
be liable for any latent or patent defect in the Premises.
21. Estoppel Certificate. Tenant shall, at any time and from time to time upon not
less than fifteen (15) days prior request by Landlord, deliver to Landlord a statement in writing
certifying that (a) the Lease is unmodified and in full force (or if there have been modifications,
that the Lease is in full force as modified and identifying the modifications); (b) the dates to
487083.2 11/2/99 Site ID No. MW07147A
which rent and other charges have been paid; (c) so far as the person making the certificate
knows, whether Landlord is in default under any provisions of the Lease; and (d) such other
matters as Landlord may reasonably request.
22. Notices. All notices, requests, demands, and other communications
hereunder shall be in writing and shall be deemed given if personally delivered or mailed,
certified mail, return receipt requested; to the following addresses (or to such other addresses as
Landlord or Tenant shall notify the other in writing):
If to Landlord, to:
City of Carreel, Indiana, Attn: City Attorney's Office
One Civic Square
Carmel, IN 46032
With a copy to:
City of Carmel Communications Center
Attn: James S. Kinder, Director
31 First Avenue NW
Carmel, IN 46032
If to Tenant, to:
With a copy to:
Omnipoint Communications Midwest Operations LLC
Attn: Technical Director
6215 Morenci Trail
Indianapolis, IN 46268
Saul Ewing Remick & Saul Attn: Anthony P. Forte
Centre Square West
1500 Market Street, 38th Floor
Philadelphia, PA 19102-2186
23. Assignment and Subletting. Tenant shall have the right to assign or transfer its
fights under this Agreement, to any person or business entity which is licensed by the FCC to
operate a wireless communications business, is a parent, subsidiary or affiliate of Tenant,
controls or is controlled by or under common control with Tenant, is merged or consolidated
with Tenant or purchases more than fifty percent (50%) ownership interest in or assets of Tenant
with respect to the Basic Trading Area in which the Premises is located. In all other instances,
Tenant shall obtain Landlord's prior written consent for assignment. Upon any permitted
assignment, so long as Tenant's assignee has assumed all of Tenant's obligations under this
Agreement, Tenant shall be relieved of all future obligations under this Agreement.
24. Successors and Assigns. This Lease shall be binding upon and inure to the
benefit of the parties, their respective heirs, personal representatives, successors and assigns.
25. Non-Waiver. Failure of Landlord to insist on strict performance of any of the
conditions, covenants, terms or provisions of this Agreement or to exercise any of its rights
hereunder shall not waive such rights, but Landlord shall have the fights to enforce such rights at
any time and take such action as might be lawful or authorized hereunder, either in law or equity.
4sTos3.2 11t2/99 Site ID No. MW07147A
The receipt of any sum paid by Tenant to Landlord after a breach of this Agreement shall not be
deemed a waiver of such breach unless expressly set forth in writing.
26. Optional Termination. Tenant may terminate this Agreement, by written notice to
Landlord, for any reason and without further liability, at any time prior to commencement of
construction and installation of the Installation. In addition, after such construction and
installation has commenced, Tenant may terminate this Agreement for any of the following
reasons, without further liability, on prior written notice to Landlord which shall become
effective thirty (30) days after the date notice'is mailed: (a)changes in local, state or federal
laws or regulations which adversely affect Tenant's ability to operate; (b)an FCC ruling or
regulation which is beyond the control of Tenant and which renders the Premises unsuitable;
(c) Tenant's determination that the Premises are not appropriate for its operations for economic
reasons or for technical reasons, including but not limited to signal interference; (d) subsequent
changes in system design which render the Premises unsuitable or redundant; or (e) Tenant's
inability to maintain any required Approval for the construction and operation of its Installation,
including where the inability is based upon the results of any engineering surveys or structural
reports.
27. Miscellaneous.
a. Tenant represents that it has full right, power, and authority to execute this
Agreement. Landlord represents and warrants that: (a) Landlord has the sufficient fight, title and
interest in the Property to enter into this Agreement and to grant Tenant its rights hereunder;
(b) Landlord has not entered into any agreement with any third party which would require such
party's consent hereto or preclude or limit Landlord's performance of its obligations under this
Agreement; (c) Landlord owns the Property in fee simple and has the right to grant access to and
use of the Premises; and (d) Landlord shall provide to Tenant quiet and peaceful enjoyment and
possession of the Premises.
b. This Lease constitutes the entire agreement and understanding of the parties
and supersedes all offers, negotiations, and other agreements of any kind. There are no
representations or understandings of any kind not set forth herein. Any modification of or
amendment to this Lease must be in writing and executed by both parties.
c. This Lease shall be construed in accordance with the laws of the State in which
the Premises is located.
d. If any term of this Lease is found to be void or invalid, such invalidity shall not
affect the remaining terms of this Lease, which shall continue in full force and effect.
28. Collateral Assignment. Landlord hereby (a) consents to the collateral assignment
and granting of a priority security interest from time to time in favor of any holder of
indebtedness borrowed by Tenant ("Lender"), whether now or hereafter existing, in and to the
Installation and Tenant's right, title and interest in, to and under this Agreement; (b) upon notice
from Tenant of Lender's name and address, agrees to simultaneously provide Lender with a copy
of any notice of default under the Agreement sent to Tenant and allow Lender the opportunity to
487083.2 11/2/99 Site ID No. MW07147A
remedy or cure any default as provided for in the Agreement; and (c) agrees to recognize Lender
as Tenant under this Agreement upon the written election of Lender so long as any existing
default has been cured as prov. ided hereunder. Landlord hereby further agrees to permit Lender
to inspect or remove from the Property any of the collateral in which Lender has been granted a
security interest by Tenant in accordance with any security documents granted in favor of
Lender, provided, however, such removal is in accordance with paragraph 4 of this Agreement.
29. Memorandum of Agreement. Landlord acknowledges and gives Tenant the right
to file a Memorandum of Lease Agreement in the form attached hereto as Exhibit "C" in the
county office where the Property is located.
30. Non-Disclosure of Terms. Except as disclosed by the recording of the
Memorandum of Lease, neither party, without the written consent of the other, shall disclose to
any third party any of the terms or conditions of this Agreement, or any information provided
during negotiation of this Agreement, other than to other users of any tower or pole support
structure, if any, or as required by final order of a court of competent jurisdiction.
This Lease was'executed as of the date first set forth above.
LANDLORD:
CITY OF CARMEL, INDIANA,
by and through its poard of Public Works
(~~A~r Burke) Date
TENANT:
OMNIPOINT COMMUNICATIONS
MIDWEST OPERATIONS LLC
By:~/j2~{~ 3-/7- 2000
(Mike Bloom) Date
Title: Technical Director
487083.2 11F2/99 Site ID No. MW07147A
EXHIBIT A
LEGAL DESCRIPTION OF LAND
at 473 Third Ave. SW, Carmel, Ind.
Part of the East Half of the Southeast Quarter of Section 25, Township 18 North, Range 3 East,
in Hamilton County, Indiana, and more particularly described as follows:
Commencing at the intersection of the South right-of-way line of Second Street, SW with the
West right-of way line of the Monon Railroad and being monumented by an iron pin found;
thence South 00 degrees 00 minutes 00 seconds East (assumed bearing) 536.70 feet along said
railroad right-of-way to an iron pin found; thence North 88 degrees 28 minutes 30 seconds West
6.00 feet along the South line of a parcel of land owned by the City of Carmel and described in a
Corporate Warranty Deed recorded December 26, 1979, in the Office of the Hamilton County
Recorder, to the point of beginning; thence South 00 degrees 00 minutes 00 seconds East 45.00
feet; thence North 88 d, egrees 28 minutes 30 seconds West 55 feet; thence North 00 degrees 00
minutes 00 seconds East 45.00 feet to said South line of land owned by the City of Camel;
thence South 88 degrees 28 minutes 30 seconds East 55.00 feet along said South line to the Point
of Beginning and containing 0.0568 acres, more or less.
Tax Key Number: 160925040007900
487083.2 11/2/99 Site ID No. MW07147A
EXHIBIT B
DEPICTION OF PREMISES
Note: This Site Description of the leased property and access / utility easements is preliminary and subject to change upon the completion of a
Registered Survey and/or Engineered Drawings. Omnipoint Communications Midwest Operations, LLC. will provide at Omnipoint
Communications Midwest Operations, LLC. 's expense, a surveyed legal description and/or Engineered Drawings of the leased property and
access / utility easements which descriptions will be attached hereto upon completion and approval of Landlord, replacing the above said Site
Description and Site Sketch.
487083.2 11/2/99 Site ID No. MW07147A
EXHIBIT C
MEMORANDUM OF LEASE
This Memorandum of Lease is entered into by and between the City of Carmel,
Indiana, with an office at One Civic Square, Carmel, IN 46032 ("Landlord") and Omnipoint
Communications Midwest Operations LLC with an office at 6215 Morenci Trail, Indianapolis, IN
46268 ("Tenant").
A. Landlord and Tenant entered into a Lease ("Lease") for the purpose of installing,
operating and maintaining a wireless communications facility and other improvements. All of
the foregoing are set forth in the Lease.
B. The term of the Lease is five (5) years commencing on the date Tenant obtains a
building permit for construction on the Premises, with four (4) successive five (5) year options to
renew.
C. The real' property which is the subject of the Lease is described in Exhibit "A"
annexed hereto. The portion of the property being leased to Tenant, including ground space,
tower space and associated access easements ("Premises") is described in Exhibit "B" annexed
hereto.
IN WITNESS WHEREOF, the parties have executed this Memorandum of Lease as of the
dates written below.
487083.2 !1/2/99 Site ID No. MW07147A
LANDLORD:
CITY OF CARMEL, INDIANA,
by and through its Board of Public Works
(James Brainard)
BY~~'~~iiy Walker'~~)
By:
Date
TENANT:
OMNIPOINT COMMUNICATIONS
MIDWEST OPERATIONS LLC
By: ~f~-- 2-17-~2aocs
(Mike Bloom) Date
Title: Technical Director
LANDLORD ACKNOWLEDGMENT
STATE OF INDIANA )
) SS:
COUNTY OF HAMILTON )
Before me, a Notary Public residing in County, State of Indiana,
personally appeared James Brainard, Billy Walker, & Mary Ann Burke who acknowledged the
execution of the foregoing Agreement for Landlord, and who, having been, duly sworn, stated
that all representations therein contained are true.
Notary Public
Witness my hand and NOTARIAL Seal this
2000.
.:
487083.2 11/2/99 Site ID No. MW07147A
TENANT ACKNOWLEDGMENT
STATE OF INDIANA
COUNTY OF MARION
)
) ss:
)
Before me, a Notary Public residing in rv'X~'P.,r._om County, State of Indiana,
personally appeared Mike Bloom who acknowledged the execution of the foregoing Agreement
for Tenant, and who, having been, duly sworn, stated that all representations therein contained
are tree.
Witness my hand and NOTARIAL Seal this
2000.
13#~~
day of/'~/~c--I-t--
Signature: ~ ~. Cc~sc
4s7o83.2 1tt2/99 Site ID No. MW07147A