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<br />GROUND LEASE WITH OPTION
<br />THIS GROUND LEASE WITH OPTION (this "Lease") is by and between The City of North Olmsted, an Ohio
<br />municipal corporation ("Landlord") and T-Mobile Central LLC, a Delaware Limited Liability Company ("Tenant").
<br />1. Preamble to Lease
<br />(a) In consideration of the payment of One Thousand and no/100 dollars ($1,000.00) (the "Option Fee") by Tenant to
<br />Landlord, Landlord hereby grants to Tenant an option to lease the use of a portion of the real property described in the attached
<br />Exhibit A(the "Property"), on the terms and conditions set forth herein (the "Option"). The Option shall be for an initial term of
<br />twelve (12) months, commencing on the Effective Date (as defined below) (the "Option Period").
<br />(b) During the Option Period of this Lease, Landlord agrees to cooperate with Tenant in obtaining, at Tenant's expense,
<br />ali licenses and permits or authorizations required for Tenant's use of the Premises (as defined below) from all applicable
<br />government and/or regulatory entities (including, without limitation, zoning and land use authorities, and the Federal
<br />Communication Commission ("FCC") ("Governmental Approvals"), and Landlord agrees to cooperate with and to allow Tenant,
<br />at no cost to Landlord, to obtain a title report, zoning approvals and variances, land-use permits, and Landlord expressly grants to
<br />Tenant a right of access to the Property to perform surveys, soils tests, and other engineering procedures or environmental
<br />investigations on the Property necessary to determine that Tenant's use of the Premises will be compatible with Tenant's
<br />engineering specifications, system design, operations and Governmental Approvals. Notwithstanding the foregoing, Tenant may
<br />not change the zoning classification of the Property without first obtaining Landlord's written consent.
<br />(c) Subject to the following terms and conditions, Landlord hereby leases to Tenant that portion of the Property
<br />sufficient for the placement of tower and base, equipment shelters and/or cabinets and related cables and utility lines and a
<br />location based system, including, antenna(s), coaxial cable, base units and other associated equipment (collectively, the "Antenna
<br />Facilities"). The location, orientation, installation and construction of Tenant's space on the Property, together with all necessary
<br />space and easements for access and utilities, fencing, landscaping and other improvements, are specifically described and
<br />depicted in the attached Exhibit B(collectively referred to hereinafter as the "Premises"). Tenant shall install and construct the
<br />Premises, including all fencing and landscaping, to the exact specifications as depicted and described in Exhibit B, unless
<br />Landlord provides prior written consent granting Tenant permission to deviate from said Exhibit B. The Premises, located at
<br />North Olmsted Fire Station No. 2, 29592 Lorain Road, North Olmsted, Ohio 44070, comprises approximately 2,400 square feet.
<br />2. Term. The initial term of the Lease shall be five (5) years commencing on the start of construction of the .Antenna
<br />Facilities (the "Commencement Date"), and terminating at midnight on the last day of the initial term (the "Initial Term").
<br />3. Permitted Use. The Premises may be used by Tenant for the transmission and reception of radio communication
<br />signals and for the construction, installation, operation, maintenance, repair, removal or replacement of related facilities,
<br />antennas, equipment shelters and/or cabinets and related activities.
<br />4. Rent. Tenant shall pay Landlord, as rent, One Thousand Eight Hundred and no/100 dollars ($1,800.00) per month
<br />("Rent"). Rent shall be payable within twenty (20) days following the Commencement Date prorated for the remainder of the
<br />month in which the Commencement Date falls and thereafter Rent will be payable monthly in advance by the fifth day of each
<br />month to the Citv of North Oimsted at Landlord's address specified in Section 12 below. Rent shall be increased annually by
<br />Three Percent (3%) of the Rent paid over the preceding year. If this Lease is terminated at a time other than on the last day of a
<br />month, Rent shall be prorated as of the date of termination for any reason (other than a default by Tenant) and all prepaid Rent
<br />shali be immediately refunded to Tenant.
<br />5. Renewal. Tenant shall have the right to extend this Lease for five (5) additional, five-year terms (each a"Kenewal
<br />Term"). Each Renewal Term shall be on the same terms and conditions as set forth herein. Rent paid directly by Tenant to
<br />Landlord during each Renewal Term under this Lease shall be increased annually by Three Percent (3%) of the Rent paid over
<br />the preceding year. This Lease shall automatically renew for each successive Renewal Term unless Tenant notifies Landlord, in
<br />writing, of TenanYs intention not to renew this Lease, at least sixty (60) days prior to the expiration of the Initial Term or any
<br />Renewal Term
<br />6. Interference. Tenant shall not use the Premises in any way which interferes with the use of the Property by
<br />Landlord or lessees or licensees of Landlord with rights in the Property prior in time to TenanYs (subject to Tenant's rights under
<br />this Lease, including, without limitation, non-interference.) Tenant's Antenna Facilities shali not interfere with Landlord's radio
<br />communication for service and safety departments, either existing or as may be installed pursuant to Section 7(g), and Tenant
<br />shall provide a technical report which affirmatively demonstrates that Tenant's Antenna Facilities shall not interfere with
<br />Landlord's radio systems as a prerequisite to the operation of Tenant's Antenna Facilities. All operations of Tenant's Antenna
<br />Facilities shall be in compliance with all FCC requirements. Similarly, Landlord shall neither install new equipment for use, nor
<br />shall Landlord permit its lessees, licensees, employees, invitees or agents to install new equipment for use, any portion of the
<br />Si[e Nuntber: CL41-376B 1 Version 10-2-01
<br />Site Name: North Ofiisted Fire S[ation No. 2
<br />Market Cleveland
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