PARTICIPATION AGREEMENT dated as of October 22, 1999 among ADC TELECOMMUNICATIONS, INC., as Lessee, LEASE PLAN NORTH AMERICA, INC. not in its individual capacity except as expressly stated herein, but solely as Agent Lessor for the Participants, THE...Participation Agreement • December 30th, 1999 • Adc Telecommunications Inc • Telephone & telegraph apparatus
GROUND LEASE dated as of October 22, 1999 between ADC TELECOMMUNICATIONS, INC., as Landlord, and LEASE PLAN NORTH AMERICA, INC., not in its individual capacity, except as otherwise expressly stated herein, but solely as Agent Lessor, as TenantGround Lease • December 30th, 1999 • Adc Telecommunications Inc • Telephone & telegraph apparatus
Page 1. Land 1 2. Term and Use 1 3. Ground Lease Rent 1 4. Improvements 2 5. Real Estate Taxes 3 6. Utilities 3 7. Insurance 4 8. Indemnity 4 9. Repairs 4 10. Compliance with Laws and Ordinances 4 11. Landlord's Access to Land 5 12. Assignment and Subletting 5 13. Performance by Subtenants and Occupancy Tenants 5 14. Casualty and Condemnation 5 15. Ground Lease Events of Default 6 16. Tenant's Right to Mortgage 7 17. Landlord's Right to Mortgage 9 18. Landlord's and Tenant's Certificates 9 19. Quiet Enjoyment 9 20. Recording of Memorandum 10 21. Inability to Perform 10 22. Notices 10 23. Tenant's Right of First Refusal; Option to Purchase 10 24. Liens 12 25. Liability of Tenant 12 26. No Merger of Title 12 27. Landlord's Right to Cure 13 28. Miscellaneous 13 Exhibit A — Legal Description of Land Exhibit B — Form of Memorandum of Ground Lease Exhibit C — Material Contract Terms GROUND LEASE THIS GROUND LEASE (this "Ground Lease") is made as of October 22, 1999, by and between ADC TELECO
LEASE THIS DOCUMENT SECURES FUTURE ADVANCES Dated as of October 22, 1999 between ADC TELECOMMUNICATIONS, INC., as Lessee and Mortgagor, and LEASE PLAN NORTH AMERICA, INC. not in its individual capacity except as expressly stated herein, but solely as...Secures Future Advances • December 30th, 1999 • Adc Telecommunications Inc • Telephone & telegraph apparatus • New York
This Lease has been executed in several counterparts. To the extent, if any, that this Lease constitutes chattel paper (as such term is defined in the Uniform Commercial Code as in effect in any applicable jurisdiction), no lien on this Lease may be created through the transfer or possession of any counterpart other than the original counterpart containing the receipt therefor executed by Agent Lessor on or following the signature page hereof.
CONSTRUCTION AGENCY AGREEMENT dated as of October 22, 1999 between LEASE PLAN NORTH AMERICA, INC., not in its individual capacity, but solely as Agent Lessor and ADC TELECOMMUNICATIONS, INC., as Construction AgentConstruction Agency Agreement • December 30th, 1999 • Adc Telecommunications Inc • Telephone & telegraph apparatus • New York
Page ARTICLE I DEFINITIONS 1.1. Definitions; Interpretation 1 ARTICLE II APPOINTMENT OF CONSTRUCTION AGENT 2.1. Appointment and Acceptance 1 2.2. Construction of the Financed Improvements 1 2.3. Term 2 2.4. Construction Documents 2 2.5. Scope of Authority 3 2.6. Covenants of the Construction Agent 4 2.7. Title to the Financed Improvements 6 2.8. Deliveries to Agent Lessor 6 ARTICLE III THE FINANCED IMPROVEMENTS 3.1. Construction 6 3.2. Amendments; Modifications 6 3.3. Casualty, Condemnation and Force Majeure Events 6 3.4. Construction Termination Events 6 3.5. Easements 7 ARTICLE IV PAYMENT OF FUNDS 4.1. Funding of Construction Costs 8 ARTICLE V CONSTRUCTION AGENCY EVENTS OF DEFAULT 5.1. Construction Agency Events of Default 9 5.2. Survival 10 5.3. Remedies Cumulative; Waivers 10 5.4. Limitation on Recourse Liability of Construction Agent 12 5.5. Agent Lessor's Right to Cure Construction Agent's Defaults 12 ARTICLE VI NO CONSTRUCTION AGENCY FEE 6.1. Lease as Fulfillment of Agent Lessor
Prepared by MERRILL CORPORATION www.edgaradvantage.com QuickLinks AMENDMENT TO RIGHTS AGREEMENT Amendment dated as of October 6, 1999 (this "Amendment") to Second Amended and Restated Rights Agreement dated as of November 28, 1995 (the "Rights...Rights Agreement • December 30th, 1999 • Adc Telecommunications Inc • Telephone & telegraph apparatus
