<PAGE>   1
                                                                   EXHIBIT 10.34

                             PRINTERS' SQUARE LEASE

<PAGE>   2

                                      LEASE

1.      BASIC LEASE PROVISIONS AND IDENTIFICATION OF EXHIBITS

        1.1    Basic Lease Provisions.

        (A)    Buildings and Address:

               Printers' Square
               600-780 South Federal Street,
               76 West Polk Street and
               75 West Harrison Street
               Chicago, Illinois 60605

        (B)    Landlord and Address:

               LaSalle Bank National
               Association formerly known as
               LaSalle National Bank, LaSalle National Trust N.A.,
               not personally, but solely as Trustee under Trust Agreement dated
               April 14, 1978 and known as Trust Number 54214
               c/o Anvan Realty & Management
               1901 South Meyers Road, Suite 220
               Oakbrook Terrace, IL 60181

        (C)    Tenant and Current Address:

               Universal Access, Inc.
               100 North Riverside Plaza
               Suite 2200
               Chicago, Illinois 60606

        (D)    Date of Lease: December 13, 1999

        (E)    Lease Term: Ten (10) Years and Seventeen (17) Days

        (F)    Commencement Date of Term: December 15, 1999

        (G)    Expiration Date of Term: December 31, 2009

        (H)    Monthly Base Rent:

                               Suite 121 (891 RSF)


<TABLE>
<CAPTION>
                      Annual Base Rent in    Monthly Base Rent in    Rental Rate
      Period              U.S. Dollars           U.S. Dollars            PSF
      ------          -------------------    --------------------    -----------
<S>                   <C>                    <C>                     <C>
12/15/99 - 3/31/00         $15,574.68             $1,297.89            $17.48
4/1/00 - 3/31/01            16,046.88              1,337.24             18.01
</TABLE>

<PAGE>   3

<TABLE>
<CAPTION>
                      Annual Base Rent in    Monthly Base Rent in    Rental Rate
      Period              U.S. Dollars           U.S. Dollars            PSF
      ------          -------------------    --------------------    -----------
<S>                   <C>                    <C>                     <C>
4/1/01 - 12/31/02            20,047.56             1,670.63              22.50
1/1/03 - 12/31/03            24,342.12             2,028.51              27.32
1/1/04 - 12/31/04            25,072.74             2,089.40              28.14
1/1/05 - 12/31/05            25,821.18             2,151.77              28.98
1/1/06 - 12/31/06            26,596.32             2,216.36              29.85
1/1/07 - 12/31/07            27,398.28             2,283.19              30.75
1/1/08 - 12/31/08            28,218.00             2,351.50              31.67
1/1/09 - 12/31/09            29,064.48             2,422.04              32.62
</TABLE>

                              Suite 123 (1,807 RSF)


<TABLE>
<CAPTION>
                      Annual Base Rent in    Monthly Base Rent in    Rental Rate
      Period              U.S. Dollars           U.S. Dollars            PSF
      ------          -------------------    --------------------    -----------
<S>                   <C>                    <C>                     <C>
12/15/99 -3/14/00               0*                    0*                0*
3/15/00 - 12/31/00        $45,174.96             $3,764.58            $25.00
1/1/01 - 12/31/01          46,530.24              3,877.52             25.75
1/1/02 - 12/31/02          47,921.64              3,993.47             26.52
1/1/03 - 12/31/03          49,367.28              4,113.94             27.32
1/1/04 - 12/31/04          50,849.04              4,237.42             28.14
1/1/05 - 12/31/05          52,366.92              4,363.91             28.98
1/1/06 - 12/31/06          53,938.92              4,494.91             29.85
1/1/07 - 12/31/07          55,565.28              4,630.44             30.75
1/1/08 - 12/31/08          57,227.64              4,768.97             31.67
1/1/09 - 12/31/09          58,944.36              4,912.03             32.62
</TABLE>

--------
        * Provided no Event of Default has occurred (and if such Event of
Default occurs Tenant shall pay Base Rent for such 3-month period in the amount
of $3,764.58 per month).



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<PAGE>   4

                                EQUIPMENT SPACES:


<TABLE>
<CAPTION>
                                                 ANNUAL RENTAL RATE PER USABLE
                    PERIOD                        SQUARE FOOT IN U.S. DOLLARS
                    ------                       -----------------------------
<S>                                              <C>
              12/15/99 - 12/31/00                           $12.50
               1/1/01 - 12/31/01                             12.88
               1/1/02 - 12/31/02                             13.26
               1/1/03 - 12/31/03                             13.66
               1/1/04 - 12/31/04                             14.07
               1/1/05 - 12/31/05                             14.49
               1/1/06 - 12/31/06                             14.93
               1/1/07 - 12/31/07                             15.37
               1/1/08 - 12/31/08                             15.83
               1/1/09 - 12/31/09                             16.31
</TABLE>

        The actual amount of Monthly Base Rent payable for any Equipment Space
shall be determined based upon the rates listed above when the exact size of
such space is determined and a Space Acceptance Agreement is fully executed.

        (I)    Rentable Area Of The Premises

               (i)    Suite 121 - 891 rentable square feet

               (ii)   Suite 123 - 1,807 rentable square feet

               (iii)  Equipment Spaces - To be determined prior to the
                      Commencement Date pursuant to section 2 hereof

                      (a)    Generator Space - approximately 242 rentable square
                             feet (to be determined in accordance with Space
                             Acceptance Agreement)

                      (b)    Antenna Space - square footage shall be in
                             accordance with the Space Acceptance Agreements to
                             be executed pursuant to the terms hereof

                      (c)    HVAC Space - square footage shall be in accordance
                             with the Space Acceptance Agreements to be executed
                             pursuant to the terms hereof

        (J)    Security Deposit: $14,256

        (K)    Floor: First Floor

        (L)    Options:



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<PAGE>   5

               (i)    Options to renew as set forth in section 29 below

               (ii)   Right of First Opportunity as set forth in section 30
                      below

        1.2 Identification of Exhibits. The exhibits set forth below and
attached to this Lease are incorporated in this Lease by this reference:

               EXHIBIT A - Plan of Premises
               EXHIBIT B - Intentionally Omitted
               EXHIBIT C - Pathway Use Fees
               EXHIBIT D - Pathway Confirmation Agreement Form
               EXHIBIT E - Space Acceptance Agreement
               EXHIBIT F - Plan of Option Space

2.      PREMISES AND TERM

        2.1 Lease of Premises; Description of Complex. Landlord leases to Tenant
and Tenant leases from Landlord the premises known as Suite 121 and Suite 123
(collectively, the "Premises") shown on Exhibit A, which are or will be
contained in the Buildings (the "Buildings") located at the address stated in
l.l.A., which Buildings are part of an office, commercial and apartment building
complex known as Printers' Square and located at 600-780 South Federal Street,
76 West Polk Street and 75 West Harrison Street, Chicago, Illinois, upon the
following terms and conditions. For purposes of this Lease, "Complex" shall mean
all land, buildings and improvements, including the "Common Areas" (hereinafter
defined) comprising Printers' Square.

               (A) The office and commercial area of the Complex means:

                      (1) The entire first floor of the entire Complex with
               entrance ways at the following addresses: 76 West Polk, 700 South
               Federal, 620 South Federal, 600 South Federal and 75 West
               Harrison Streets.

                      (2) The entire second and third floors at 600 South
               Federal, 620 South Federal and 640 South Federal Streets.

                      (3) The entire fourth floor at 600 South Federal and 620
               South Federal Streets.

                      (4) The entire fifth, sixth, seventh and eighth floors at
               620 South Federal Street.

               (B) The residential area of the Complex means:

                      (1) The entire second floor at 780 South Federal Street,
               740 South Federal Street and 680 South Federal Street.

                      (2) The entire third floor at 780 South Federal Street,
               740 South Federal Street and 680 South Federal Street.

                      (3) The entire fourth floor at 780 South Federal Street,
               740 South Federal Street, 680 South Federal Street and 640 South
               Federal Street.



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<PAGE>   6

                      (4) The entire fifth, sixth, seventh and eighth floors at
               780 South Federal Street, 740 South Federal Street, 680 South
               Federal Street and 640 South Federal Street.

                      (5) The entire ninth floor at 780 South Federal Street,
               740 South Federal Street and 680 South Federal Street.

                      (6) The entire tenth, eleventh and twelfth floors at 780
               South Federal Street and 740 South Federal Street.

        2.2 Term. The term of this Lease (the "Term") shall commence on the date
(the "Commencement Date"), which is the earlier to occur of the date stated in
section 1.1.F. or the date Tenant first occupies all or part of the Premises for
the conduct of business. The Term shall expire on the date (the "Expiration
Date") stated in section l.l.G, unless sooner terminated, as otherwise provided
in this Lease.

3. RENT. Tenant agrees to pay to Landlord at the office of the managing agent
(the "Manager") of the beneficiary of Landlord (the "Beneficiary"), or at such
other place designated by Landlord, without any prior notice or demand and
without any deduction or set off whatsoever, base rent at the initial monthly
rate stated in section l.l.H ("Monthly Base Rent"). Monthly Base Rent is subject
to adjustment pursuant to section 22.2, and as adjusted is called "Adjusted
Monthly Base Rent." Adjusted Monthly Base Rent shall be paid monthly in advance
on the first day of each month of the Term, except that the first installment of
Monthly Base Rent shall be paid by Tenant to Landlord upon execution of this
Lease by Tenant. Adjusted Monthly Base Rent shall be prorated for partial months
within the Term. All charges, costs and sums required to be paid by Tenant to
Landlord under this Lease in addition to Adjusted Monthly Base Rent shall be
considered additional rent, and Adjusted Monthly Base Rent and additional rent
shall be collectively called "Rent." Tenant's covenant to pay Rent shall be
independent of every other covenant in this Lease. In the event Tenant desires
to interconnect its telecommunications equipment with the telecommunications
equipment of other tenants in the Building, Tenant may, upon obtaining
Landlord's written approval, which approval shall not be unreasonably withheld
or delayed, do so in accordance with the terms and conditions of this Lease,
specifically including the terms of section 10 hereof. Notwithstanding the
foregoing, Landlord shall perform all work necessary to effectuate such
interconnections at commercially reasonable rates and Tenant shall reimburse
Landlord for the costs of such work within ten (10) business days after receipt
of an invoice from Landlord for same. The pathways granted hereunder shall not
be considered a part of the Premises and shall be granted as an irrevocable
license (except upon an Event of Default hereunder) for use in common with
Landlord and other tenants of the Building which license shall be coterminous
with the Term of this Lease. Notwithstanding anything contained herein to the
contrary, if any license granted by Landlord to Tenant hereunder or under a
Pathway Confirmation Agreement or Space Acceptance Agreement is revoked or
terminated by Landlord except in connection with an Event of Default under this
Lease, Rent due under this Lease shall abate commencing as the date of such
revocation and continuing until such license is restored or until Landlord has
provided Tenant with substitute space in the Building. The pathway use fees
shall be as set forth on Exhibit C attached hereto.

4. SECURITY DEPOSIT. As security for the performance of its obligations under
this Lease, Tenant, upon its execution of this Lease, has paid to Landlord a
security deposit (the "Security Deposit") in the amount stated in section l.l.J.
The Security Deposit may be applied by Landlord to cure any default of Tenant
under this Lease, and upon notice by Landlord of such application, Tenant shall
replenish the Security Deposit in full by promptly paying to Landlord the amount
so applied. Landlord shall not pay any interest on the Security Deposit. Within
forty-five (45) days after the Expiration Date, Landlord shall return to



                                        6

<PAGE>   7

Tenant the balance, if any, of the Security Deposit. The Security Deposit shall
not be deemed an advance payment of Rent or a measure of damages for any default
by Tenant under this Lease, nor shall it be a bar or defense to any action which
Landlord may at any time commence against Tenant.

5.      SERVICES.

        5.1 Landlord's General Services. Landlord shall provide the following
services:

               (A) Intentionally Deleted;

               (B) city water from the regular Buildings fixtures for drinking,
        lavatory and toilet purposes only;

               (C) Intentionally Deleted;

               (D) customary cleaning, mowing, groundskeeping, snow removal and
        trash removal in the "Common Areas" (hereinafter defined);

               (E) washing of windows in the Premises, inside and outside at
        reasonable intervals;

               (F) adequate passenger elevator service in common with other
        tenants of the Buildings and freight elevator service subject to
        scheduling by Landlord;

               (G) heating, air-conditioning and lighting of Common Areas (House
        Meter); and

               (H) security services, the nature and extent of which shall be
        determined by Landlord in its sole discretion.

        5.2 Additional and After-Hour Services. Landlord shall not be obligated
to furnish any services or utilities, other than those stated in section 5.1
above. If Landlord elects to furnish services or utilities requested by Tenant
in addition to those listed in section 5.1 or at times other than those stated
in section 5.1, Tenant shall pay to Landlord the prevailing charges for such
services and utilities within ten (10) days after billing. If Tenant fails to
make any such payment, Landlord may, without notice to Tenant and in addition to
Landlord's other remedies under this Lease, discontinue any or all of such
additional or after-hour services. No such discontinuance of any service shall
result in any liability of Landlord to Tenant or be considered an eviction or a
disturbance of Tenant's use of the Premises.

        5.3 Delays in Furnishing Services. If, as a result of any failure to
furnish or delay in furnishing any of the services described in section 5.1, the
Premises are rendered substantially untenantable for a period of 72 consecutive
hours and the Tenant is unable to occupy the Premises due to such
untenantability, then, commencing upon the expiration of said 72-hour period,
Rent shall abate for the duration of such untenantability until normal services
are resumed. Tenant agrees that Landlord shall not be liable for damages for
failure to furnish or delay in furnishing any service if attributable to any of
the causes described in section 26.7. In addition, no such failure or delay
shall be considered to be an eviction or disturbance of Tenant's use or
possession of the Premises, or relieve Tenant from its obligation to pay all
Rent when due or from any other obligations of Tenant under this Lease, except
as stated in the first sentence of this section.



                                        7

<PAGE>   8

        5.4 Tenant's Utilities. Tenant shall make arrangements directly with the
telephone company and the public utility electric company servicing the
Buildings for telephone service and all electric power or current in the
Premises desired by Tenant. Tenant shall pay for all telephone and electric
service (other than for the services provided under section 5.1.A) used or
consumed in the Premises, including the cost of installation of any separate
meters. Tenant shall also pay for the maintenance and replacement of all light
fixtures, electrical switches, electrical outlets, lamps, bulbs, tubes, ballasts
and starters located in the Premises.

6.      POSSESSION, USE AND ENJOYMENT.

        6.1 Possession and Use of Premises. Tenant shall be entitled to
possession of the Premises as of the Commencement Date. Tenant shall occupy and
use the Premises only as a telecommunications center, including switching, line
wholesaling, co-location facilities provider and licensor, and for ancillary
uses thereto, and for no other use or purpose. Tenant shall not occupy or use
the Premises or permit the use or occupancy of the Premises for any purpose or
in any manner which:

               (A) is unlawful or in violation of any applicable legal,
        governmental or quasi- governmental requirement, ordinance or rule
        (including the Board of Fire Underwriters);

               (B) may be dangerous to persons or property;

               (C) may invalidate or increase the amount of premiums for any
        policy of insurance affecting the Buildings or the Complex, and if any
        additional amounts of insurance premium are so incurred, Tenant shall
        pay to Landlord the additional amounts on demand; or

               (D) may create a nuisance, disturb any other tenant of the
        Buildings or the Complex or the occupants of neighboring property or
        injure the reputation of the Buildings or the Complex.

        6.2 Quiet Enjoyment. So long as Tenant is not in default under this
Lease, Tenant shall be entitled to peaceful and quiet enjoyment of the Premises,
subject to the terms of this Lease.

        6.3 Common Areas.

               (A) For purposes of this Lease "Common Areas " shall mean all
        areas, improvements, space, equipment and special services in or at the
        Complex provided by Landlord for the common or joint use and benefit of
        tenants, customers, and other invitees, including, without limitation,
        driveways, entrances and exits, retaining walls, landscaped areas, truck
        serviceways or tunnels, loading docks, pedestrian walkways, walls,
        malls, courtyards, concourses, stairs, ramps, sidewalks, washrooms,
        signs identifying or advertising the Complex, maintenance and utility
        room and closets, hallways, lobbies, elevators and their housing and
        rooms, common window areas, walls and ceiling in Common Areas, and trash
        or rubbish areas.

               (B) Provided Tenant is not in default under this Lease, Tenant
        shall be entitled to use, in common with others entitled thereto, the
        Common Areas as may be designated from time to time by Landlord, subject
        to the terms and conditions of this Lease and to the rules and
        regulations for the use thereof as may be reasonably prescribed from
        time to time by Landlord. If the size or configuration of the Common
        Areas is diminished or altered, Landlord shall not be liable to Tenant



                                        8

<PAGE>   9

        therefor, nor shall Tenant be entitled to any compensation or diminution
        or abatement of Adjusted Monthly Base Rent, nor shall such diminution or
        alteration of the Common Areas be considered a constructive or actual
        eviction.

7. CONDITION OF PREMISES. Tenant shall notify Landlord in writing within thirty
(30) days after Tenant takes possession of the Premises of any defects in the
Premises claimed by Tenant. Except for defects stated in such notice and latent
defects, Tenant shall be conclusively presumed to have accepted the Premises in
the condition existing on the date Tenant first takes possession, and to have
waived all claims relating to the condition of the Premises. No agreement of
Landlord to alter, remodel, decorate, clean or improve the Premises, the
Buildings, the Common Areas or the Complex and no representation regarding the
condition of the Premises, the Buildings, the Common Areas or the Complex has
been made by or on behalf of Landlord to Tenant, except as stated in this Lease.

8. ASSIGNMENT AND SUBLETTING.

        8.1 Assignment and Subletting. Without the prior written consent of
Landlord, Tenant shall not sublease the Premises, or assign, mortgage, pledge,
hypothecate or otherwise transfer or permit the transfer of this Lease or the
interest of Tenant in this Lease, in whole or in part, by operation of law or
otherwise. Landlord's consent to a proposed assignment (other than an assignment
to be given for collateral purposes) or for a proposed sublease shall not be
unreasonably withheld, conditioned or delayed. If Tenant desires to assign this
Lease or enter into any sublease of the Premises, Tenant shall deliver written
notice of such intent to Landlord, together with a copy of the proposed
assignment or sublease at least forty-five (45) days prior to the effective date
of the proposed assignment or commencement date of the term of the proposed
sublease. Any approved sublease shall be expressly subject to the terms and
conditions of this Lease, and Tenant shall pay Landlord on the first day of each
month during the term of the sublease fifty percent (50%) of the excess of all
rent and other consideration attributable to the sublease if and when received
from the subtenant for each month over that portion of the Adjusted Monthly Base
Rent due under this Lease for said month, which is allocable on a square footage
basis to the space sublet. In the event of any approved sublease or assignment,
Tenant shall not be released or discharged from any liability, whether past,
present or future, under this Lease, including any renewal term of this Lease.
For purposes of this Section, an assignment shall be considered to include a
change in the majority ownership or control of Tenant if Tenant is a partnership
or a corporation whose shares of stock are not traded publicly.

               (A) Notwithstanding anything to the contrary herein, Tenant shall
        not be required to obtain Landlord's consent to any assignment of this
        Lease or sublease of the Premises, or any portion thereof, (x) to an
        organization that directly or indirectly through one or more
        intermediaries controls, is controlled by, or is under common control
        with Tenant (y) in conjunction with a transaction wherein Tenant becomes
        an entity whose shares of stock or other ownership interests are,
        directly or indirectly, sold on a national exchange or an inter-dealer
        quotation system (and in the event the foregoing transaction has
        occurred, any subsequent sale of ownership interests or issuance of new
        ownership interests, directly or indirectly in Tenant), or (z) in
        conjunction with the merger, consolidation or amalgamation of Tenant
        with a third party or the sale of all, or substantially all, of the
        assets used by Tenant in the conduct of its business at the Premises;
        provided, that except in the instance described in section 8.1(A)(y),
        Tenant shall comply with the following requirements: (a) Landlord
        receives at least 10 days', prior written notice of any such assignment
        or sublease, (b) such entity has a good reputation and operates a
        substantially similar type of business to that of Tenant, (c) the
        minimum net worth of assignee or sublessee is equal to or greater than
        the net worth of



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<PAGE>   10

        Tenant immediately prior to such assignment or sublease, as evidenced to
        Landlord's reasonable satisfaction by financial statements of such
        assignee or sublessee delivered to, and approved in writing by, Landlord
        prior to such assignment or sublease, (d) in the event of an assignment,
        the assignee shall assume the obligations of the tenant under this Lease
        by a written assumption agreement delivered to Landlord prior to the
        effective date of such assignment, and (e) Tenant shall not be released
        from any liability, whether past, present or future, under this Lease,
        [including any renewal term or for any expansion space, generator space,
        antenna space or HVAC space], by reason of such assignment or sublease.
        A Transfer pursuant to the proviso in the immediately preceding sentence
        is herein called a "Permitted Transfer." The word "control," as used
        herein, shall mean the power to direct or cause the direction of the
        management and policies of the controlled entity through ownership of
        more than fifty percent (50%) of the voting securities in such
        controlled entity; and

               (B) Landlord acknowledges that Tenant's permitted use requires
        the installation in the Premises of certain telecommunications equipment
        owned by customers, licensees and co-locators of Tenant ("Tenant
        Customers") in order for such Tenant Customers to interconnect with
        Tenant's equipment or to permit Tenant to manage or operate such Tenant
        Customers' equipment. Notwithstanding anything to the contrary provided
        herein, Landlord approves such use of portions of the Premises by Tenant
        Customers for such purposes without Landlord's further consent. All use
        or occupancy of the Premises by said Tenant Customers shall comply with
        any and all applicable governmental laws, rules, or regulations, and the
        provisions of this Lease. Notwithstanding the foregoing to the contrary,
        Landlord agrees not to charge Tenant for any portion of fees received by
        Tenant from Tenant's Customers or to exercise any rights of recapture
        otherwise available to Landlord hereunder.

        8.2 Recapture Agreement. If Tenant desires to enter into any sublease of
the Premises, Landlord shall have the option to exclude from the Premises
covered by this Lease, the space proposed to be sublet by Tenant, effective as
of the proposed commencement date of sublease of said space by Tenant. Landlord
may exercise said option by giving Tenant written notice within fifteen (15)
days after receipt by Landlord of Tenant's notice of the proposed sublease. If
Landlord exercises said option, Tenant shall surrender possession of the
proposed sublease space to Landlord on the effective date of exclusion of said
space from the Premises covered by this Lease, and neither party hereto shall
have any further rights or liabilities with respect to said space under this
Lease. Effective as of the date of exclusion of any portion of the Premises
covered by this Lease pursuant to this paragraph (i) the Monthly Base Rent
specified in section 1.1.H shall be reduced in the same proportion as the number
of square feet of the rentable area contained in the portion of the Premises so
excluded bears to the number of square feet of rentable area contained in the
Premises immediately prior to such exclusion, and (ii) the rentable area of the
Premises specified in section 1.1.1 shall be decreased by the number of square
feet of rentable area contained in the portion of the Premises so excluded, for
all purposes under this Lease.

9.      MAINTENANCE.

        9.1 Landlord's Maintenance. Landlord, at its expense, shall maintain and
make necessary repairs to the structural elements and exterior windows of the
buildings and the Common Areas, and, subject to section 5.4, the electrical,
plumbing, heating, ventilation and air-conditioning system therein, except that:



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<PAGE>   11

               (A) Landlord shall not be responsible for the maintenance, or
        replacement of any such systems which are located within the Premises
        and are supplemental or special to the Buildings' standard system, or
        floor or wall coverings in the Premises; and

               (B) The cost of performing any of said maintenance or repairs
        caused by the negligence of Tenant, its employees, agents, servants,
        licensees, subtenants, contractors or invitees, or the failure of Tenant
        to perform its obligations under this Lease shall be paid by Tenant,
        except to the extent of insurance proceeds, if any, actually collected
        by Landlord with regard to the damage necessitating such repairs.

        9.2 Tenant's Maintenance. Tenant, at its expense, shall keep and
maintain the Premises in good order, condition and repair and in accordance with
all applicable legal, governmental and quasi-governmental requirements,
ordinances and rules (including the Board of Fire Underwriters). Notwithstanding
anything contained in this Lease to the contrary, Tenant shall not be required
to make any structural repairs or alterations to the Premises which may be
required by law (whether presently existing or hereafter enacted), insurance
regulations or otherwise, except as may be required solely by Tenant's or
Tenant's Customers' use of the Premises.

        9.3 Maintenance of Common Areas. The Common Areas shall at all times be
subject to the exclusive control, management, operation and maintenance of
Landlord. Landlord shall have the right from time to time and in reasonable
manner to establish, modify and enforce rules and regulations with respect to
the Common Areas. Landlord agrees to apply any such rules and regulations in a
reasonably non- discriminatory manner. Tenant agrees to comply with such rules
and regulations, to cause its officers, agents, contractors and employees to so
comply. Landlord shall have the right to construct, maintain and operate
lighting facilities in and on the Common Areas; to police the same; from time to
time to change the area, level, location or arrangement of parking areas,
loading docks, pedestrian walkways, walls, malls, concourses, stairs, ramps,
washrooms and other facilities located in the Common Areas to close all or any
portion of the Common Areas to such extent as may, in the opinion of Landlord,
be legally sufficient to prevent a dedication thereof or accrual of any rights
to any person or the public therein; to close temporarily all or any part of the
parking areas or parking facilities; and to do and perform such other acts in
and to the Common Areas as, in the exercise of good business judgment, Landlord
shall determine to be advisable. Landlord will operate and maintain the Common
Areas in such manner as Landlord, in its sole discretion, shall determine from
time to time.

10.     ALTERATIONS AND IMPROVEMENTS.

        10.1 Tenant's Alterations. Tenant shall not, without the prior written
consent of Landlord, which consent shall not be unreasonably withheld,
conditioned or delayed, make or cause to be made any alterations, improvements,
additions or installations in or to the Premises or the Buildings. Before
commencement of any such work or delivery of any materials into the Premises or
the Building, Tenant shall furnish to Landlord for approval: architectural plans
and specifications, names and addresses of all contractors, contracts, necessary
permits and licenses, certificates of insurance and instruments of
indemnification against any and all claims, costs, expenses, damages and
liabilities which may arise in connection with such work, all in such form and
amount as may be reasonably satisfactory to Landlord. In addition, prior to
commencement of any such work or delivery of any materials into the Premises,
Tenant shall provide Landlord with evidence reasonably satisfactory to Landlord
of Tenant's ability to pay for such work and materials in full, and, if
requested by Landlord, shall deposit with Landlord (or a third party



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<PAGE>   12

escrowee, at Tenant's expense) at such time such security for the payment of
said work and materials as Landlord may require. Tenant agrees to hold Landlord,
the Beneficiary, the Manager and their respective agents and employees forever
harmless against all claims and liabilities of every kind, nature and
description which may arise out of or in any way be connected with such work.
All such work shall be done only by contractors or mechanics reasonably approved
by Landlord and at such time and in such manner as Landlord may from time to
time designate. Tenant shall pay the cost of all such work. Upon completion of
such work, Tenant shall furnish Landlord with contractor's affidavits and full
and final waivers of lien and receipted bills covering all labor and materials
expended. All such work shall be in compliance with all applicable legal,
governmental and quasi governmental requirements, ordinances and rules
(including the Board of Fire Underwriters), and all requirements of applicable
insurance companies. All such work shall be done in a good and Workmanlike
manner and with the use of good grades of materials. Tenant shall permit
Landlord, if Landlord so desires, to supervise construction operations in
connection with such work; provided, however, that such supervision or right to
supervise by Landlord shall not constitute any warranty by Landlord to Tenant of
the adequacy of the design, Workmanship or quality of such work or materials for
Tenant's intended use or impose any liability upon Landlord in connection with
the performance of such work. Tenant shall reimburse Landlord for Landlord's
reasonable out-of-pocket costs associated with the review and approval of
Tenant's alterations. All alterations, improvements, additions and installations
to or on the Premises shall (subject to section 13) become part of the Premises
at the time of their installation and shall in the Premises at the expiration or
termination of Tenant's right of possession of the Premises, without
compensation or credit to Tenant. Notwithstanding the foregoing to the contrary,
Tenant may make non-structural alterations without Landlord's prior written
consent if Tenant provides Landlord with reasonable prior written notice of such
alterations and such alterations (a) do not cost more than $10,000 in the
aggregate during any year of the Term to perform, (b) do not materially
adversely affect the base building mechanical, electrical or plumbing systems or
equipment in the Building, (c) do not require the issuance of a building permit,
and (d) are not visible from the exterior of the Premises.

        10.2 Liens. Tenant shall not permit any lien or claim for lien of any
mechanic, laborer or supplier or any other lien to be filed against the Complex,
the Buildings, the Common Areas, the land which comprises the Complex, the
Premises or any part of such property arising out of work performed, or alleged
to have been performed by, or at the direction of, or on behalf of Tenant. If
any such lien or claim for lien is filed, Tenant shall have fifteen (15) days
after such filing to either have such lien or claim for lien released of record
or shall deliver to Landlord a bond or other security in form, content, amount
and issued by a company reasonably satisfactory to Landlord indemnifying
Landlord, the Beneficiary and others designated by Landlord against all costs
and liabilities resulting from such lien or claim for lien and the foreclosure
or attempted foreclosure thereof. If Tenant fails to have such lien or claim for
lien so released or to deliver such bond to Landlord, Landlord, without
investigating the validity of such lien, may pay or discharge the same and
Tenant shall reimburse Landlord upon demand for the amount so paid by Landlord,
including Landlord's expenses and reasonable attorneys' fees.

11. WAIVER OF CLAIMS AND INDEMNITY.

        11.1 Waiver. To the full extent permitted by law, Tenant hereby releases
and waives all claims against Landlord, the Beneficiary, the Manager and their
respective agents and employees for injury or damage to person, property or
business sustained in or about the Complex, the Buildings or the Premises by
Tenant, its agent or employees other than damage caused by the negligence of
Landlord, the Beneficiary, the Manager or their respective agents or employees.



                                       12

<PAGE>   13

        11.2 Indemnification. Tenant agrees to indemnify and hold harmless
Landlord, the Beneficiary, the Manager and their respective agents and
employees, from and against any and all liabilities, claims, demands, costs and
expenses of every kind and nature (including reasonable attorneys' fees),
including those arising from any injury or damage to any person, property or
business for which Landlord is not reimbursed by insurance, (i) sustained in or
about the Premises, (ii) resulting from the negligence of Tenant, its employees,
agents, servants, invitees, licensees or subtenants, or (iii) resulting from the
failure of Tenant to perform its obligations under this Lease; provided,
however, Tenant's obligations under this Section shall not apply to injury or
damage resulting from the negligence of Landlord, the Beneficiary, the Manager
or their respective agents or employees. If any such proceeding is brought
against Landlord, the Beneficiary, the Manager or their respective agents or
employees, Tenant covenants to defend such proceeding at its sole cost by legal
counsel reasonably satisfactory to Landlord, if requested by Landlord. The
indemnity herein set forth shall apply, without limitation, to the performance
of Tenant's Alterations subsequent to initial occupancy set forth in section
10.1.

12.     LANDLORD'S REMEDIES.

        12.1 Events of Default. Each of the following shall constitute an "Event
of Default" by Tenant under this Lease:

        Tenant fails to pay any Rent, or any installment of Rent, within five
(5) days after written notice from Landlord provided, however, in no event shall
Landlord be obligated to provide such notice more than once during any year of
the Term; Tenant fails to observe or perform any of the other covenants,
conditions or provisions of this Lease or to be observed or performed by Tenant
and fails to cure such default within fifteen (15) business days after written
notice to Tenant provided, however, that if the default is of such a nature that
it cannot be cured within fifteen (15) business days, no Event of Default shall
be deemed to have occurred by reason of the default if cure is commenced within
said fifteen (15) business day period and diligently pursued to completion and
is completed or cured in no event more than one hundred twenty (120) days after
the occurrence of such default; the interest of Tenant in this Lease is levied
upon under execution or other legal process; a petition is filed by or against
Tenant to declare Tenant bankrupt or seeking a plan of reorganization or
arrangement under any Chapter of the Bankruptcy Code, or any amendment,
replacement or substitution therefor, or to delay payment of, reduce or modify
Tenant's debts, or any petition is filed or other action taken to reorganize or
modify Tenant's capital structure or upon the dissolution of Tenant and any of
the foregoing proceedings remain undismissed after a period of ninety (90) days;
Tenant is declared insolvent by law or any assignment of Tenant's property is
made for the benefit of creditors; a receiver is appointed for Tenant or
Tenant's property.

        12.2 Landlord's Remedies. Upon the occurrence of an Event of Default by
Tenant under this Lease, Landlord, at its option, without further notice or
demand to Tenant, may, in addition to all other rights and remedies provided in
this Lease, at law or in equity:

               (A) Terminate this Lease and Tenant's right of possession of the
        Premises, and recover all damages to which Landlord is entitled under
        law, specifically including, without limitation, all Landlord's expenses
        of reletting (including repairs, alterations, improvements, additions,
        decorations, reasonable legal fees and brokerage commissions).

               (B) Terminate Tenant's right of possession of the Premises
        without terminating this Lease, in which event Landlord may, but shall
        not be obligated to, relet the Premises, or any part



                                       13

<PAGE>   14

        thereof for the account of the Tenant, for such rent and term and upon
        such terms and conditions as are acceptable to Landlord. For purposes of
        such reletting, Landlord is authorized to decorate, repair, alter and
        improve the Premises to the extent reasonably necessary. If Landlord
        does not relet the Premises, then Tenant shall pay Landlord monthly on
        the first day of each month during the period that Tenant's right of
        possession is terminated, a sum equal to the amount of Rent due under
        this Lease for such month (less any amount which Landlord could have
        realized if Landlord relet the Premises to a reputable, creditworthy
        substitute tenant which substitute tenant was ready, willing and able to
        lease the entire Premises from Landlord.) If the Premises are relet and
        a sufficient sum is not realized from such reletting after payment of
        all Landlord's expenses of reletting (including repairs, alterations,
        improvements, additions, decorations, legal fees and brokerage
        commissions) to satisfy the payment of Rent due under this Lease for any
        month, Tenant shall pay Landlord any such deficiency monthly upon
        demand. Tenant agrees that Landlord may file suit to cover any sums due
        to Landlord under this Section from time to time and that such suit or
        recovery or any amount due Landlord shall not be any defense to any
        subsequent action brought for any amount not previously reduced to
        judgment in favor of Landlord. If Landlord elects to terminate Tenant's
        right to possession only without terminating this Lease, Landlord may,
        at its option, enter into the Premises, remove Tenant's signs and other
        evidences of tenancy, and take and hold possession thereof, as stated in
        section 13; provided however, that such entry and possession shall not
        terminate this Lease or release Tenant, in whole or in part, from
        Tenant's obligation to pay the Rent reserved hereunder for the full Term
        or from any other obligation of Tenant under this Lease.

               (C) In the event a petition is filed by or against Tenant seeking
        a plan of reorganization or arrangement under Chapter 9, 11 or 13 of the
        Bankruptcy Code, Landlord and Tenant agree, to the extent permitted by
        law, that the trustee in bankruptcy shall determine within sixty (60)
        days after commencement of the case, whether to assume or reject this
        Lease.

        12.3 Attorneys' Fees. If either Landlord or Tenant brings an action or
proceeding to enforce the terms hereof or declare rights hereunder, the
prevailing party (as hereinafter defined) in any such proceeding, action or
appeal thereon, shall be entitled to reasonable attorney's fees. Such fees may
be awarded in the same suit or recovered in a separate suit, whether or not such
action or proceeding is pursued to decision or judgment. The term "prevailing
party" shall include, without limitation, a party who has substantially attained
or defeats the relief sought, as the case may be, whether by compromise,
settlement, judgment, or the abandonment by the other party of its claim or
defense.

13. SURRENDER OF PREMISES. Upon the expiration or termination of this Lease or
termination of Tenant's right of possession of the Premises, Tenant shall
surrender and vacate the Premises immediately and deliver possession thereof to
Landlord in a clean, good and tenantable condition, ordinary wear and tear,
condemnation, fire or other casualty and repairs which are Landlord's obligation
hereunder excepted. Upon any termination, Tenant shall be entitled to remove
from the Premises all movable trade fixtures and personal property of Tenant
(including, but not limited to, wall and floor mounted cabinets, computer and
telecommunications equipment, generator, antennae batteries and other trade
fixtures) without credit or compensation from Landlord, provided Tenant
immediately shall repair all damage resulting from such removal and shall
restore the Premises to a tenantable condition. In the event possession of the
Premises is not immediately delivered to Landlord or if Tenant shall fail to
remove any movable trade fixtures or personal property which Tenant is entitled
to remove, Landlord may remove same without any liability to Tenant. Any movable
trade fixtures and personal property which may be removed from the Premises by
Tenant, but which are not so removed, shall be conclusively presumed to have
been abandoned by Tenant



                                       14

<PAGE>   15

and title to such property shall pass to Landlord without any payment or credit,
and Landlord may, at its option and at Tenant's expense, store and/or dispose of
such property. Upon Tenant's written request, Landlord agrees to subordinate any
statutory landlord lien rights it may have against the equipment or trade
fixtures of Tenant located in the Building, to the rights of any existing or
future lender of Tenant, provided such subordination agreement is in form and
substance reasonably acceptable to Landlord.

14. HOLDING OVER. Tenant shall pay Landlord one hundred fifty percent (150%) of
the Adjusted Monthly Base Rent then applicable for each month or partial month
during which Tenant retains possession of the Premises, or any part of the
Premises, after the expiration or termination of this Lease. Tenant shall
indemnify Landlord against all liabilities and damages sustained by Landlord by
reason of such retention of possession. The provisions of this section shall not
constitute a waiver by Landlord of any re-entry rights of Landlord available
under this Lease or by law. If Tenant retains possession of the Premises, or any
part of the Premises, for thirty (30) days after the expiration or the
termination of this Lease, then at the sole option of Landlord expressed by
written notice to Tenant, but not otherwise, such holding over shall constitute
a renewal of this Lease for a period of one year on the same covenants, terms,
and conditions.

15. DAMAGE BY FIRE OR OTHER CASUALTY

        15.1 Substantial Untenantability. If either the Premises or the
particular building in which it is located, is rendered substantially
untenantable by fire or other casualty, Landlord may elect by giving Tenant
written notice ("Landlord's Casualty Notice") within one hundred twenty (120)
days after the date of said fire or casualty, either to:

               (A) terminate this Lease as of the date of the fire or other
        casualty; or

               (B) proceed to repair or restore the Premises, the Buildings or
        the Complex other than leasehold improvements and personal property
        installed by Tenant, to substantially the same condition as existed
        immediately prior to such fire or casualty.

        If Landlord elects to proceed pursuant to subsection B above, Landlord's
Casualty Notice shall contain Landlord's reasonable estimate of the time
required to substantially complete such repair or restoration. If such estimate
indicates that the time so expired will exceed one hundred eighty (180) days
from the date of Landlord's Casualty Notice, then Tenant shall have the right to
terminate this Lease as of the date of such casualty by giving written notice to
Landlord not later than twenty (20) days after the date of Landlord's Casualty
Notice. If Landlord's estimate indicates that the repair or restoration can be
substantially completed within 180 days, or if Tenant fails to exercise its said
right to terminate this Lease, this Lease shall remain in full force and effect.

        15.2 Insubstantial Untenantability. If either the Premises or the
particular building in which it is located, is damaged by fire or other
casualty, but is not rendered substantially untenantable, then Landlord shall
diligently proceed to repair and restore the damaged portions thereof, other
than the leasehold improvements and personal property installed by Tenant, to
substantially the same condition as existed immediately prior to such fire or
casualty, unless such damage occurs during the last twelve (12) months of the
Term, in which event Landlord shall have the right to terminate this Lease as of
the date of such fire or other casualty by giving written notice to Tenant
within thirty (30) days after the date of such fire or other casualty.



                                       15

<PAGE>   16

        15.3 Rent Abatement. If all or any part of the Premises is damaged by
fire or other casualty and this Lease is not terminated, Adjusted Monthly Base
Rent shall abate for all or that part of the Premises which is untenantable on a
per diem and proportionate area basis from the date of the fire or other
casualty until Landlord has substantially completed the repair and restoration
work in the Premises, which it is required to perform, provided, that as a
result of such fire or other casualty, Tenant does not occupy the portion of the
Premises which is untenantable during such period.

        15.4 Tenant's Restoration. If all or any part of the Premises are
damaged by fire or other casualty and this Lease is not terminated, Tenant shall
promptly and with due diligence repair and restore the leasehold improvements
and personal property previously installed by Tenant pursuant to this Lease.

16. EMINENT DOMAIN.

        16.1 Substantial Taking. If all or any part of the Premises, the
particular building in which it is located, or the Complex is permanently taken
or condemned by any competent authority for any public use or purpose (including
a deed given in lieu of condemnation), which renders the Premises substantially
untenantable, this Lease shall terminate as of the date title vests in such
authority, and Adjusted Monthly Base Rent shall be apportioned as of such date.

        16.2 Insubstantial Taking. If any part of the Premises, the particular
building in which it is located, or the Complex is taken or condemned for any
public use or purpose (including a deed given in lieu of condemnation) and this
Lease is not terminated pursuant to section 16.1, Adjusted Monthly Base Rent
shall be reduced for the period of such taking by an amount which bears the same
ratio to Adjusted Monthly Base Rent then in effect as the number of square feet
of rentable area in the Premises so taken or condemned, if any, bears to the
number of square feet of rentable area specified in section 1.1.I. Landlord,
upon receipt and to the extent of the award in condemnation or proceeds of sale,
shall make necessary repairs and restorations (exclusive of leasehold
improvements and personal property installed by Tenant) to restore the Premises
remaining to as near its former condition as circumstances will permit, and to
the Buildings and Complex to the extent necessary to constitute the portion of
same not so taken or condemned as a complete architectural unit. In the event of
any taking or condemnation described in this section 16.2, the rentable area of
the Premises stated in section l.l.I, and the rentable area of the Complex as
specified in this Lease shall be reduced, respectively, for all purposes under
this Lease by the number of square feet of rentable area of the Premises, if
any, and the Complex, if any, so taken or condemned.

        16.3 Compensation. Landlord shall be entitled to receive the entire
price or award from any such sale, taking or condemnation without any payment to
Tenant, and Tenant hereby assigns to Landlord Tenant's interest, if any, in such
award; provided, however, Tenant shall have the right separately to pursue
against the condemning authority an award in respect of the loss, if any, to
leasehold improvements paid for by Tenant without any credit or allowance from
Landlord.

17. TENANT'S INSURANCE. Tenant, at its expense, shall maintain in force during
the Term;

               (A) Commercial general liability insurance, which shall include
        coverage for personal liability, contractual liability, tenant's legal
        liability, business interruption, bodily injury, death and property
        damage, all on an occurrence basis with respect to the business carried
        on, in, or from the Premises and Tenant's use and occupancy of the
        Premises, with coverage for injury or death of any one person in an
        amount of not less than $2,000,000 and for injury or death of more than
        any one



                                       16

<PAGE>   17

        person in any one occurrence in an amount of not less than $5,000,000
        and for damage to property of not less than $500,000 or such other
        amounts as Landlord may reasonably require upon not less than sixty (60)
        days, prior written notice, which insurance shall include Landlord, the
        Beneficiary, the Manager, or their respective agents and employees as
        named insureds and shall protect them in respect of claims by Tenant as
        if they separately insured; and

               (B) Insurance against such other perils and in such amounts as
        Landlord may from time to time reasonably require upon not less than
        thirty (30) days' prior written notice, such requirement to be made on
        the basis that the required insurance is customary at the time for
        prudent tenants of properties similar to the Complex in the Chicago,
        Illinois area.

               Tenant shall have the right to maintain the required liability
        insurance in the form of a blanket policy covering other business
        locations of Tenant in addition to the Premises; provided, however, that
        Tenant shall provide Landlord with a certificate of insurance
        specifically naming the location of the Premises and naming Landlord as
        required in this Article, the limits of which coverage are to be in the
        amounts set forth in this Article.

               All insurance required to be maintained by Tenant shall be on
        terms and with insurers reasonably acceptable to Landlord. Each policy
        shall contain an undertaking by the insurer that no material change
        adverse to Landlord or Tenant will be made, and the policy will not
        lapse or be canceled, except after not less than thirty (30) days' prior
        written notice to Landlord of the intended change, lapse or
        cancellation. Tenant shall furnish to Landlord, if and whenever
        requested by it, certificates or other evidences acceptable to Landlord
        as to insurance from time to time effected by Tenant and its renewal or
        continuation in force.

               Landlord and Tenant each agree that neither Landlord, the
        Beneficiary, the Manager nor Tenant (nor their respective successors and
        assignees) will have any claim against the other for any loss, damage or
        injury which is covered by casualty insurance carried by either party
        and for which recovery from such insurer is made, notwithstanding the
        negligence of either party in causing the loss. This waiver shall (a) be
        valid only if the insurance policy in question expressly permits waiver
        of subrogation or if the insurer agrees in writing that such waiver of
        subrogation will not affect coverage under said policy, and (b) exclude
        any claim brought by any third-party against either Tenant or Landlord
        which results from the breach or default by either party in the
        performance of its obligations under this Lease.

               Landlord agrees to maintain, throughout the Term of this Lease,
        property insurance at least equal to the full replacement cost of the
        Building (excluding foundations), the cost of which shall be includable
        in "Operating Expenses," as defined in section 22 below, or, in the
        alternative, Landlord may elect to self-insure against casualty risks to
        the Building.

18. RULES AND REGULATIONS. Tenant agrees for itself and for its subtenants,
employees, agents and invitees to comply with the following rules and
regulations and with all reasonable modifications and additions thereto which
Landlord may from time to time:

               (A) Any sign, lettering, picture, notice or advertisement
        installed within the Premises, which is visible from the public
        corridors within the Buildings, shall be installed in such manner and be
        of such character and style as Landlord shall approve in writing. No
        sign, lettering, picture,



                                       17

<PAGE>   18

        notice or advertisement shall be placed on any outside window or in a
        position to be visible from outside the Buildings;

               (B) Tenant shall not use the name "Printers' Square" for any
        purpose other than Tenant's business address;

               (C) Tenant shall not use the name "Printer's Square" for Tenant's
        business address after Tenant vacates the Premises;

               (D) Sidewalks, entrances, passages, courts, corridors, halls,
        elevators and stairways in and about the Premises shall not be
        obstructed nor shall objects are placed against glass partitions, doors
        or windows which would be unsightly from the corridors of the Buildings
        or from the exterior of the Buildings;

               (E) No animals, pets, bicycles or other vehicles shall be brought
        or permitted to be brought in the Buildings or the Premises;

               (F) Room to room canvasses to solicit business from other tenants
        of the Complex are not permitted;

               (G) Tenants shall not waste electricity, water or air
        conditioning and shall cooperate fully with Landlord to assure the most
        effective and efficient operation of the heating and air conditioning
        system of the Buildings. All controls shall be adjusted only by
        authorized building personnel;

               (H) All corridor doors shall remain closed at all times;

               (I) No locks or similar devices shall be attached to any door
        except by Landlord and Landlord shall have the right to retain a key to
        all such locks. Notwithstanding the foregoing, Tenant shall have the
        right to install its own security in the Premises provided that Tenant
        provides Landlord with the keys or combination to allow Landlord (and
        emergency personnel) access to the Premises in the event of an emergency
        or in the event access is required to facilitate any Landlord repairs to
        Building systems upon reasonable advance notice to Tenant;

               (J) Tenant assumes full responsibility for protecting the
        Premises from theft, robbery and pilferage. Except during Tenant's
        normal business hours, Tenant shall keep all doors to the Premises
        locked and other means of entry to the Premises closed and secured;

               (K) Only machinery or mechanical devices of a nature directly
        related to Tenant's ordinary use of the Premises shall be installed,
        placed or used in the Premises and the Installation and use of all such
        machinery and mechanical devices is subject to the other rules contained
        in this 18. and the other portions of this Lease;

               (L) Intentionally Deleted.

               (M) Safes, furniture, equipment, machines and other large or
        bulky articles shall be brought to the Buildings and into and out of the
        Premises at such times and in such manner as



                                       18

<PAGE>   19

        Landlord shall direct (including the designation of elevators) and at
        Tenant's sole risk and cost. Prior to Tenant's removal of such articles
        from the Buildings, shall obtain written authorization of the office of
        the Buildings and shall present such authorization to a designated
        employee of Landlord;

               (N) Tenant shall not in any manner deface or damage the Buildings
        or the Complex;

               (O) Inflammables such as gasoline, kerosene, naphtha and benzene,
        or explosives or any other articles of an intrinsically dangerous nature
        are not permitted in the Buildings or Premises;

               (P) Tenant shall ascertain from Landlord the maximum amount of
        electrical current which can safely be used in the Premises, taking into
        account the capacity of the electric wiring of the Buildings and the
        Premises and the needs of other tenants, and shall not use more than
        such safe capacity. Notwithstanding the foregoing, Landlord agrees to
        permit Tenant, at Tenant's sole cost and expense, to draw up to 500 amps
        of 480, 3-phase power from the Commonwealth Edison Service vault.
        Landlord's consent to the installation of electrical equipment shall not
        relieve Tenant from the obligation not to use more electricity than such
        safe capacity.

               (Q) To the extent permitted by law, Tenant shall not permit
        picketing or other union activity involving its employees in the
        Buildings or the Complex, except in those locations and subject to time
        and other limitations as to which Landlord may give prior written
        consent;

               (R) Except as permitted herein, Tenant shall not enter into or
        upon the roof or basement of the Buildings or any storage, heating,
        ventilation, air conditioning, mechanical or elevator machinery housing
        areas;

               (S) Tenant shall not distribute literature, flyers, handouts or
        pamphlets of any type in any of the common areas of the Buildings,
        without the prior written consent of Landlord;

               (T) Tenant shall not cook, otherwise prepare, sell or dispense
        any food or beverages in or from the Premises;

               (U) Tenant shall not permit the use of any apparatus for sound
        production or transmission in such manner that the sound so transmitted
        or produced shall be audible or vibrations therefrom shall be detectable
        beyond the Premises;

               (V) Tenant shall keep all electrical and mechanical apparatus
        free of vibration, noise and air waves which may be transmitted beyond
        the Premises;

               (W) Tenant shall not permit objectionable odors or vapors to
        emanate from the Premises;

               (X) Tenant shall not place a load upon any floor of the Premises
        exceeding the floor load capacity for which such floor was designed or
        allowed by law to carry; and

               (Y) No floor covering shall be affixed to any floor in the
        Premises by means of glue or other adhesive, unless the installation
        procedure is approved by Landlord.



                                       19

<PAGE>   20

        Landlord shall not be responsible for the violation of any of the
foregoing rules and regulations by other tenants of the Buildings or the Complex
and shall not be obligated to enforce the same against other tenants.

19. LANDLORD'S RIGHTS. Landlord shall have the following rights exercisable
without notice (except as expressly provided to the contrary) and without being
deemed an eviction or disturbance of Tenant's use or possession of the Premises
or giving rise to any claim for set-off or abatement of Rent:

               (A) To change the name or street address of the Buildings or the
        Complex, upon thirty (30) days' prior written notice to Tenant;

               (B) To install, affix and maintain all signs on the exterior
        and/or interior of the Buildings and in and about the Complex;

               (C) To designate and/or approve prior to installation, all types
        of signs, window shades, blinds, drapes, awnings or other similar items,
        and all internal lighting that may be visible from the exterior of the
        Premises;

               (D) To display the Premises to prospective tenants at reasonable
        hours during the last twelve (12) months of the Term;

               (E) To change the arrangement of entrances, doors, corridors,
        elevators and stairs in the Buildings and Complex, provided that no such
        change shall materially adversely affect access to the Premises;

               (F) To grant to any party the exclusive right to conduct any
        business or render any service in or to the Buildings, provided such
        exclusive right shall not operate to prohibitTenant from using the
        Premises for the purposes permitted hereunder;

               (G) To prohibit the placing of vending or dispensing machines of
        any kind in or about the Premises other than for use by Tenant's
        employees;

               (H) To have access for Landlord and other tenants of Buildings to
        any mail chutes and boxes located in or on the Premises according to the
        rules of the United States Post Office;

               (I) To close the Buildings and Complex after normal business
        hours, except that Tenant and its employees and invitees shall be
        entitled to admission at all times, under such regulations as Landlord
        prescribes for security purposes;

               (J) To take any and all reasonable measures, including
        inspections and repairs to the Premises of the Buildings, as may be
        necessary or desirable in the operation or protection thereof;

               (K) To retain at all times master keys or pass keys to the
        Premises;

               (L) To install, operate and maintain security system which
        monitor, by closed circuit television or otherwise, all persons entering
        and leaving the Buildings or the Complex; and



                                       20

<PAGE>   21

               (M) To install (in existing chases and risers) and maintain
        pipes, ducts, conduits, wires and structural elements located in the
        Premises which serve other parts or other tenants of the Buildings.

20. ESTOPPEL CERTIFICATE. Tenant shall, from time to time, upon not less than
ten (10) days prior written request by Landlord or any mortgagee or ground
lessor of the Complex, deliver to Landlord or such mortgagee or ground lessor, a
statement in writing certifying to the extent accurate:

               (A) That this Lease is unmodified and in full force and effect
        or, if there have been modifications, that this Lease, as modified, is
        in full force and effect;

               (B) The amount of Adjusted Monthly Base Rent then payable under
        this Lease and the date to which rent has been paid;

               (C) That, to Tenant's knowledge, Landlord is not in default under
        this Lease or, if in default, a detailed description of such default(s);

               (D) That Tenant is or is not in possession of the Premises, as
        the case may be; and

               (E) Such other information as may be reasonably requested.

21.     INTENTIONALLY DELETED

22.     ADJUSTMENTS TO MONTHLY BASE RENT.

        22.1 Definitions. For the purpose of this section 22, the following
words, terms and phrases shall have the following meanings:

               (A) "Adjustment Date" shall mean (i) January 1, 2000 and each
        January 1st thereafter occurring during the Term.

               (B) "Adjustment Year" shall mean each calendar year during which
        an Adjustment Date occurs.

               (C) Intentionally Omitted.

               (D) "Operating Expenses" shall mean all costs, expenses and
        disbursements of every kind and nature which Landlord shall pay or
        become obligated to pay in connection with the management, operation,
        maintenance and repair of all Buildings and improvements comprising the
        Complex and of the personal property, fixtures, machinery, equipment,
        systems and apparatus located in or used in connection therewith,
        including (without limitation) the cost of security and security devices
        and systems, snow and ice and trash removal, cleaning and sweeping,
        planting and replacing decorations, flowers and landscaping,
        maintenance, repair and replacement of utility system, elevators and
        escalators, electricity, steam, water, sewers, fuel, heating, lighting,
        air conditioning, window cleaning, janitorial service, insurance,
        including but not limited to, fire, extended coverage, all risk,
        liability, workmen's compensation, elevator, or any other insurance
        carried by the Landlord and applicable to the Complex, painting,
        uniforms, management fees,



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<PAGE>   22

        supplies, sundries, sales or use taxes on supplies or services, cost of
        wages and salaries of all persons engaged in the operation, management,
        maintenance and repair of the Complex, and so-called fringe benefits,
        including social security taxes, unemployment insurance taxes, cost for
        providing coverage for disability benefits, cost of any pensions,
        hospitalization, welfare or retirement plans, or any other similar or
        like expenses incurred under the provisions of any collective bargaining
        agreement, or any other cost or expense which Landlord pays or incurs to
        provide benefits for employees so engaged in the operation, management,
        maintenance and repair of the Complex, the charges of any independent
        contractor who, under contract with the Landlord or its representatives,
        does any of the work of operating, managing, maintaining or repairing of
        the Complex, legal and accounting expenses, or any other expense or
        charge, whether or not heretofore mentioned, which, in accordance with
        generally accepted accounting and management principles, would be
        considered as an expense of managing, operating, maintaining or
        repairing the Complex. Operating Expenses shall not include the
        following: costs of improvement of the Premises and the premises of
        other tenants of the Buildings; charges for depreciation of the
        Buildings and improvements comprising the Complex; interest and
        principal payments on mortgages; real estate brokerage and leasing
        commissions; salaries and other compensation of executive officers of
        the Manager senior to the individual Building or Complex manager; any
        expenditures for which Landlord has been reimbursed (other than pursuant
        to rent adjustment and escalation provisions provided in leases);
        capital improvements to the Complex; and all taxes and assessments other
        than sales, use and payroll taxes. Specifically excluded from Operating
        Expenses shall be the following:

                      (1) Taxes (as defined in section 22.1(F) below);

                      (2) Wages, salaries and other compensation paid to clerks
               or attendants in commercial concessions, including the parking
               facility operated by Landlord;

                      (3) Costs of repairs, alterations or replacements caused
               by casualty losses;

                      (4) Costs of repairs, alterations or replacements caused
               by the exercise of the rights of eminent domain;

                      (5) Costs and expenses incurred in connection with leasing
               space in the Complex, such as legal fees for the preparation of
               leases, tenant allowances, space planner fees, advertising and
               promotional expenses and expenses of any leasing office incurred
               with regard to leasing the Complex or portions thereof;

                      (6) Court costs and legal fees incurred with regard to
               enforcing the obligations of tenants under other leases;

                      (7) Costs incurred due to the proven or admitted violation
               by Landlord of any lease for space in the Complex or any
               indemnity payments made by Landlord pursuant to any such lease
               because of a proven or admitted violation by Landlord under such
               lease, and which costs would not have been incurred but for such
               violation;

                      (8) Any payments made to subsidiaries of Landlord or
               entities under common control with Landlord except if such
               payments are for services or goods on, to or for the Complex;



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<PAGE>   23

                      (9) Accounting fees (including those for the preparation
               of Landlord's income taxes), except reasonable accounting fees
               incurred in connection with the operation and management of the
               Complex;

                      (10) Costs of abating, removing or remediating asbestos or
               any other environmental contamination which is present as of the
               Commencement Date due to no fault of Tenant;

                      (11) Costs relating to relocating existing tenants in the
               Complex;

                      (12) Costs arising as a result of Landlord's proven or
               admitted gross negligence or wilful misconduct or the proven or
               admitted gross negligence or wilful misconduct of Landlord's
               agents or employees; and which costs would not have been incurred
               but for such gross negligence or willful misconduct; and

                      (14) Ground lease payments, if any, except for ground
               lease payments which represent direct pass-throughs of Taxes,
               Operating Expenses, or any component thereof.

        For purposes of determining Tenant's prorata share of Operating
        Expenses, Operating Expenses are divided into five (5) categories;
        namely, Insurance, Water, Outside Maintenance Costs, Inside Maintenance
        Costs and Other Operating Expenses. Outside Maintenance Costs shall
        include all charges for exterior maintenance and upkeep, including, but
        not limited to, snow removal, loading docks, roofs, shrubs and general
        exterior maintenance. Inside Maintenance Costs shall include all charges
        for interior maintenance upkeep, including, but not limited to, lobbies,
        corridors, rest rooms, elevators, receiving rooms and vestibules in the
        office and commercial areas. Operating Expenses which, in Landlord's
        sole and absolute judgment, do not fall into any one of the categories
        of Insurance, Water, Outside Maintenance Costs or Inside Maintenance
        Costs shall be included in other Operating Costs. Notwithstanding the
        foregoing, Operating Expenses for any Adjustment Year shall not include
        the costs of janitorial service to tenant spaces within the Building or
        tenant spaces within the Complex (as opposed to the costs of janitorial
        service for Common Areas) or heating, ventilation and air conditioning
        services to the Premises provided Tenant has not utilized such services
        during any respective such Adjustment Year.

               (E) "Per Square Foot Operating Expenses" shall mean the total
        amount of Operating Expenses for any Adjustment Year relating to
        Insurance, Water, Outside Maintenance Costs, Inside Maintenance Costs
        and Other Operating Expenses and shall be determined as follows:

                      (1) For that portion of the Operating Expenses relating to
               Insurance, the total insurance premium shall be divided by
               523,686* square feet;

                      (2) For that portion of the Operating Expenses relating to
               Water, the product of twenty-five (0.25) percent** of the total
               water bill shall be divided by 161,770* square feet;

                      (3) For that portion of the Operating Expenses relating to
               Outside Maintenance Costs, the total outside Maintenance Costs
               shall be divided by 523,686* square feet;



                                       23

<PAGE>   24

                      (4) For that portion of the Operating Expenses relating to
               Inside Maintenance Costs, the total Inside Maintenance Costs
               shall be divided by 161,770* square feet;

                      (5) For that portion of the Operating Expenses relating to
               Other Operating Costs, the total Other Operating Costs shall be
               divided by 523,686* square feet;

               (F) "Taxes" shall mean all federal, state and local governmental
        taxes, assessments and charges (including transit or transit district
        taxes or assessments) of every kind or nature, whether general, special,
        ordinary or extraordinary, which Landlord shall pay or become obligated
        to pay because of or in connection with the ownership, leasing,
        management, control or operation of all Buildings, improvements and land
        comprising the Complex, or of the personal property, fixtures,
        machinery, equipment, systems and apparatus located therein or used in
        connection therewith (including any rental or similar taxes levied in
        lieu of or in addition to general real and/or personal property taxes).
        For purposes hereof, Taxes for any year shall be Taxes which are due for
        payment or paid in that year, rather than Taxes which are assessed or
        become a lien during such year. There shall be included in Taxes for any
        year the amount of all fees, costs and expenses (including reasonable
        attorneys' fees) paid by Landlord during such year in seeking or
        obtaining any refund or reduction of Taxes. Taxes in any year shall be
        reduced by the amount of any tax refund received by Landlord during such
        year. If a special assessment payable in installments is levied against
        the Complex, Taxes for any year shall include only the installment of
        such assessment and any interest payable or paid during such year. Taxes
        shall not include any federal state or local sales, use, franchise,
        capital stock, inheritance, general income, payroll, gift or estate
        taxes, except that if a change occurs in the method of taxation
        resulting in whole or in part in the substitution of any such taxes, or
        any other assessment, for any Taxes as above defined, such substituted
        taxes or assessments shall be included in the Taxes nor shall Taxes
        include interest and penalties incurred as a result of any late payment
        by Landlord.

               (G) "Per Square Foot Taxes" shall (i) the product of (a) the
        amount of Taxes for which payment is due or made in any Adjustment Year
        multiplied by (b) thirty-four and ninety-one/one hundredths (.3491)
        percent, divided by (ii) 161,770* square feet.

               (H) "Base Year" shall mean the calendar year 1999.

               * For purposes of determining Tenant's Share of Operating
        Expenses and Taxes, Landlord and Tenant agree that the total rentable
        office and commercial area of the Complex consists of 161,770 square
        feet and the total rentable office, commercial and residential area of
        the Complex consists of 523,686 square feet.

               ** For purposes of determining Tenant's Share of that portion of
        the operating Expenses relating to water, Landlord and Tenant agree that
        the office and commercial tenants of the Complex will use twenty-five
        (0.25) percent of the total water that will be metered coming into the
        Complex.

        22.2 Adjustments to Monthly Base Rent. Effective as of each Adjustment
Date, Monthly Base Rent shall be increased by an amount equal to one-twelfth
(1/12) of the product of:

               (A) The rentable area of the Premises stated in section l.I.I
        multiplied by;



                                       24

<PAGE>   25

               (B) the amount by which the sum of the Per Square Foot Operating
        Expenses and Per Square Foot Taxes for the Adjustment Year in which such
        Adjustment Date occurs exceeds the sum of the Per Square Foot Operating
        Expenses and the Per Square Foot Taxes for the Base Year.

        22.3 Projections. For purposes of calculating Taxes and Operating
Expenses for any Adjustment Year, Landlord may make reasonable estimates,
forecasts or projections (collectively, the "Projections") of Taxes and
Operating Expenses for such Adjustment Year. Not less than fifteen (15) days
prior to each Adjustment Date, Landlord shall deliver to Tenant a written
statement setting forth the amount of the Projections of Operating Expenses and
Taxes Per Square Foot for the Adjustment Year in which such Adjustment Date
occurs and providing a calculation of the increase in installments of Monthly
Base Rent to become effective as of said Adjustment Date; provided, however,
that the failure of Landlord to provide any such statement shall not relieve
Tenant from its obligation to continue to pay Adjusted Monthly Base Rent at the
rate then in effect under this Lease, and if and when Tenant receives such
statement from Landlord, Tenant shall pay any increases in Monthly Base Rent
reflected thereby effective retroactively to the most recently preceding
Adjustment Date.

        22.4 Readjustments. On or about April lst following the end of each
Adjustment Year, or at such later time as Landlord shall be able to determine
the actual amounts of Operating Expenses and Taxes for the Adjustment Year last
ended, Landlord shall notify Tenant in writing of such actual amounts. If such
actual amounts exceed the Projections for such Adjustment Year, then Tenant
shall, within thirty (30) days after the date of such written notice from
Landlord pay to Landlord an amount equal to the excess of the Adjusted Monthly
Base Rent payable for the Adjustment Year last ended based upon actual Operating
Expenses and Taxes for such year over the total Adjusted Monthly Base Rent paid
by Tenant during such Adjustment Year. The obligation to make such payments
shall survive the expiration or earlier termination of the Term. If the total
Adjusted Monthly Base Rent paid by Tenant during such Adjustment Year exceeds
the amount thereof payable for such year based upon actual Operating Expenses
and Taxes for such Adjustment Year, then Landlord shall credit such excess to
installments of Adjusted Monthly Base Rent payable after the date of Landlord's
notice until such excess has been exhausted, or if this Lease shall expire prior
to full application of such excess, Landlord shall, within thirty (30) days
after such written notice, pay to Tenant the balance thereof not theretofore
applied against Rent. No interest or penalties shall accrue on any amounts which
Landlord is obligated to credit or pay to Tenant by reason of this Section.

        22.5 Partial Occupancy. For purposes of determining adjustments to
installments of Monthly Base Rent for any Adjustment Year in which the Complex
is less than 95% occupied by tenants, the amount of Operating Expenses for such
Adjustment Year and the Base Year shall be appropriately adjusted by the
Landlord to the amount that would have been payable or incurred by the Landlord
had the Complex been 95% occupied during such Adjustment Year and the Base Year.
The aforesaid adjustment shall apply only to Operating Expenses which are
variable depending upon occupancy.



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<PAGE>   26

        22.6 Books and Records. Landlord shall maintain books and records
showing Operating Expenses and Taxes in accordance with sound accounting and
management practices. The books and records shall be available to Tenant for
inspection during normal business hours upon prior reasonable notice.

        Provided that no Event of Default then exists, Tenant shall have the
right, during Landlord's normal business hours, within ninety (90) days
following the furnishing by Landlord of any statement of actual Operating
Expenses for Adjustment Year, and upon not less than fifteen (15) days' prior
written notice to Landlord, to hire an independent certified public accountant
to inspect and audit during Landlord's normal business hours that portion of
Landlord's books and records showing Operating Expenses. The charges of such
accounting firm shall be borne solely by Tenant, except that if the audit
conclusively establishes (i.e. establishes to the written satisfaction of
Landlord or as established pursuant to a final, unappealable court order) that
Tenant has overpaid the total Operating Expenses by more than six percent (6%)
or more for any Adjustment Year, then Landlord shall reimburse Tenant for the
reasonable, documented, out-of-pocket charges of said accounting firm.
Notwithstanding the foregoing, in no event will Landlord reimburse Tenant for
any charges of an outside accounting firm retained by Tenant if such firm's
compensation is based in whole or in part on contingency fees or other
compensation based on the amount of discrepancies discovered. Any overpayment by
Tenant of Operating Expenses shall be handled as set forth above.

        22.7 No Decreases in Monthly Base Rent. Notwithstanding anything to the
contrary contained in this Lease, Monthly Base Rent shall not be adjusted or
decreased below that set forth in section l.l.H.

23. REAL ESTATE BROKERS. Landlord and Tenant represent to each other that,
except for Anvan/Midwest Realty Management Co. and Dean Topping & Company
(collectively, the "Brokers"), neither Landlord nor Tenant has not dealt with
any real estate broker, salesperson, or finder in connection with this Lease,
and no such person initiated or participated in the negotiation of this Lease,
or (with respect to Tenant as the representing party) showed the Premises to
Tenant. Landlord and Tenant agree to indemnify and hold harmless the other (and
with respect to Tenant as the indemnifying party, the Beneficiary and the
Manager) from and against any and all liabilities and claims for commissions and
fees arising out of breach of the foregoing representation. Landlord shall be
responsible for the payment of all commissions to the Brokers, specified in this
Section 23, based upon the leasing commission policy of Landlord applicable to
the Complex as of the date of this Lease.

24. SUBORDINATION AND ATTORNMENT.

        24.1 Subordination. This Lease and the rights of Tenant hereunder are
expressly subject and subordinate to any ground lease of the land comprising the
Complex now or hereafter existing and all amendments, renewals and modifications
and extensions of and to any said ground lease, and to the lien of any mortgage
now or hereafter existing encumbering the Complex, or any part thereof, or said
ground leasehold estate, and all amendments, renewals and modifications and
extensions of and to any said mortgage, and to all advances made or hereafter to
be made upon the security of said mortgage. Tenant agrees to execute and deliver
such further instruments subordinating this Lease to any such ground lease or to
the lien of any such mortgage as may be requested in writing by Landlord from
time to time.

        24.2 Attornment. In the event of the cancellation or termination of any
such ground lease in accordance with its terms or by the surrender of such
ground leasehold estate, whether voluntary, involuntary or by operation of law,
or by summary proceedings, or the foreclosure of any such mortgage by voluntary
agreement or otherwise, or the commencement of any judicial action seeking such
foreclosure, Tenant, at



                                       26

<PAGE>   27

the request of the then Landlord, shall attorn to and recognize such ground
lessor, mortgagee or purchaser in foreclosure as Tenant's Landlord under this
Lease. Tenant agrees to execute and deliver at any time upon request of such
ground lessor, mortgagee, purchaser, or their successors, any instrument to
further evidence such attornment.


25. NOTICES. All notices required or permitted under this Lease shall be in
writing and shall be deemed given and delivered, whether or not received, when
deposited in the United States Mail, postage prepaid and properly addressed,
certified mail, return receipt requested, at the following addresses:

        To Landlord:  LaSalle National Bank, f/k/a LaSalle National Trust N.A.,
                      not personally, but as Trustee under Trust Agreement dated
                      April 14, 1978 and known as Trust 54214 c/o Anvan Realty &
                      Management Company 1901 South Meyers Road, Suite 220
                      Oakbrook Terrace, Illinois 60181 Attention: Mr. Cary J.
                      Kerger

        or such other address as Landlord shall designate by written notice to
        Tenant; and

        To Tenant:    Universal Access, Inc.
                      100 North Riverside Plaza
                      Suite 2200
                      Chicago, Illinois 60606
                      Attn: Robert Pommer, COO

        or such other address as Tenant shall designate by written notice to
        Landlord.

26.     MISCELLANEOUS.

        26.1 Late Charges. All delinquent Rent shall bear interest at the rate
permitted by law or fifteen (15%) percent per annum, whichever is less, from the
date due until paid.

        26.2 Entire Agreement. This Lease and the Exhibits attached hereto
contain the entire agreement between Landlord and Tenant concerning the Premises
and there are no other agreements, either oral or written.

        26.3 No Option. The execution of this Lease by Tenant and delivery of
same to Landlord or Manager does not constitute a reservation of or option for
the Premises or an agreement to enter into a lease. This Lease shall become
effective only if and when Landlord executes and delivers same to Tenant;
provided, however, the execution and delivery by Tenant of this Lease to
Landlord or the Manager shall constitute an irrevocable offer by Tenant to lease
the Premises on the terms and conditions herein contained, which offer may not
be withdrawn or revoked for fifteen (15) days after such execution and delivery.
If Tenant is a corporation, it shall deliver to Landlord concurrently with the
delivery to Landlord of an executed Lease, if requested by it, a certified
resolution of Tenant's directors authorizing execution and delivery of this
Lease and the performance by Tenant of its obligations hereunder.

        26.4 Accord and Satisfaction. No payment by Tenant or receipt by
Landlord of a lesser amount than any installment or payment of Rent due shall be
deemed to be other than on account of the amount due,



                                       27

<PAGE>   28

and no endorsement or statement on any check or any letter accompanying any
check or payment of Rent shall be deemed an accord and satisfaction, and
Landlord may accept such check or payment without prejudice to Landlord's right
to recover the balance of such installments or payment of Rent or pursue any
other remedies available to Landlord. No receipt of money by Landlord from
Tenant after the termination of this Lease or Tenant's right of possession of
the Premises shall reinstate, continue or extend the Term.

        26.5 Landlord's Obligations on Sale of Building. In the event of any
sale or other transfer of the Complex or the Buildings, Landlord and the seller
or transferor (and the beneficiaries of any selling or transferring land trust)
shall be entirely free and relieved of all agreements and obligations of
Landlord hereunder accruing or to be performed after the date of such sale or
transfer.

        26.6 Binding Effect. This Lease shall be binding upon and inure to the
benefit of Landlord and Tenant and their respective heirs, legal
representatives, successors and permitted assigns.

        26.7 Force Majeure. Landlord shall not be deemed in default with respect
to any of the terms, covenants and conditions of this Lease on Landlord's part
to be performed, if Landlord fails to timely perform same and such failure is
due in whole or in part to any strike, lockout, labor trouble (whether legal or
illegal), civil disorder, inability to procure materials, failure of power,
restrictive governmental laws and regulations, riots, insurrections, war, fuel
shortages, accidents, casualties, Acts of God, acts caused directly or
indirectly by Tenant (or Tenant's agents, employees or invitees) or any other
cause beyond the reasonable control of Landlord.

        26.8 Captions. The article and section captions in this Lease are
inserted only as a matter of convenience and in no way define, limit, construe,
or describe the scope or intent of such articles or sections.

        26.9 Applicable Law. This Lease shall be construed in accordance with
the laws of the State of Illinois.

        26.10 Time. Time is of the essence of this Lease and the performance of
all obligations hereunder.

        26.11 Landlord's Right to Perform Tenant's Duties. If Tenant fails
timely to perform any of its duties under this Lease, Landlord shall have the
right (but not the obligation) after the expiration of any grace period
elsewhere under this Lease or expressly granted to Tenant for the performance of
such duty, to perform such duty on a behalf and at the expense of Tenant without
further prior notice to Tenant, and all sums expended or expenses incurred by
Landlord in performing such duty shall be deemed to be additional Rent under
this Lease and shall be due and payable upon demand by Landlord.

        26.12 Riders. All Riders attached hereto and executed by both Landlord
and Tenant shall be deemed to be a part hereof and are hereby incorporated
herein.

27. PARKING. A parking garage is located within the Complex. The parking garage
and garage access road are not included in the Common Areas. Should Tenant
desire to have parking privileges in the parking garage, Tenant should make the
necessary arrangements therefor with the operator of the parking garage.

28. EXCULPATION. This Lease is executed by LaSalle National Bank, f/k/a LaSalle
National Trust N.A., not personally, but as Trustee as aforesaid in the exercise
of the power and authority conferred upon and vested in it as such Trustee and
it is expressly understood and agreed that nothing herein contained shall



                                       28

<PAGE>   29

be construed as creating any liability on said LaSalle National Bank, f/k/a
LaSalle National Trust N.A. or any person interested beneficially or otherwise
in said Trust Agreement establishing Trust No. 54214 personally to pay any sums
owing hereunder or to perform any covenant either express or implied herein
contained, all such liability, if any, being expressly waived by Tenant, and the
heirs, personal representatives, successors and assigns of Tenant, and so far as
said LaSalle National Bank, f/k/a LaSalle National Trust N.A. and any person
interested beneficially or otherwise in said Trust Agreement establishing Trust
No. 54214 are concerned, Tenant, and the heirs, personal representatives,
successors and assigns of Tenant, shall look solely to the property specifically
described in said Trust Agreement establishing Trust No. 54214 for the payment
of any sums owing hereunder or the enforcement of any covenant either express or
implied herein contained.

29. OPTION TO RENEW.

        29.1 Renewal Options. Tenant shall have two (2) successive options (each
a "Renewal Option") to renew the Term with respect to all (but not less than
all) of the Premises demised under this Lease as of the Expiration Date of the
then current Term for two (2) separate, successive additional terms (each a
"Renewal Term") of five (5) years each, commencing on the day immediately after
the applicable Expiration Date of the then current Term, subject to the
following terms and conditions:

               (A) Tenant gives Landlord written notice of its election to
        exercise the Renewal Option not later than the date (the "Notice Date")
        which is nine (9) months prior to the Expiration Date of the then
        current Term;

               (B) Tenant submits current audited financial statements of Tenant
        to Landlord concurrently with Tenant's notice exercising a Renewal
        Option and such financial statements are approved in writing by
        Landlord; and

               (C) No Event of Default exists under this Lease either on the
        date Tenant exercises a Renewal Option, or unless waived in writing by
        Landlord, on the Expiration Date of the then current Term.

        29.2 Terms. If Tenant exercises a Renewal Option:

               (A) The Rent payable for the applicable Renewal Term shall be at
        a rate equal to the "market rate of rent," but in no event shall the
        initial annual rate of gross rent per square foot of rentable area
        payable for the Renewal Term be less than the annual rate of gross rent
        per square foot of rentable area payable under this Lease as of the
        Expiration Date of the then current Term. For purposes of the preceding
        sentence, "market rate of rent" shall mean the total annual gross rate
        of rent per rentable square foot (including all fixed and/or indexed
        rental adjustments and all adjustments for operating expenses and real
        estate taxes for the Building together with corresponding base years and
        taking into account all prevailing market rate tenant concessions (e.g.,
        rental abatements and tenant improvements)), if any, as reasonably
        determined by Landlord which Landlord is offering to third party tenants
        for gross leases with 5-year lease terms commencing on or about the
        commencement date of the applicable Renewal Term for office space in the
        Building which is comparable to the Premises in condition, area and
        improvement. Prior to a Renewal Option, Tenant may request Landlord's
        determination of market rate of rent by giving Landlord written notice
        requesting Landlord's designation of the market rate of rent, which
        notice shall be



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<PAGE>   30

        given not earlier than the date which is 90 days prior to the Notice
        Date nor later than the date which is 45 days prior to the Notice Date.
        If Tenant timely gives the aforesaid notice, Landlord thereupon agrees
        to give Tenant written notice ("Landlord's Notice) setting forth the
        market rate of rent, which notice shall be given not later than the date
        which is 30 days prior to the Notice Date. Tenant's request for
        Landlord's determination of market rate of rent shall not be deemed as
        an exercise by Tenant of a Renewal Option.

               (B) Tenant shall have no further options to renew the Term of
        this Lease beyond the Expiration Date of the second Renewal Term;

               (C) Tenant shall not be entitled to any rental abatement for
        either Renewal Term, except as otherwise set forth in Landlord's Notice;
        and

               (D) Tenant shall accept the Premises on the commencement date of
        the applicable Renewal Term in an "as-is", "where-is" condition, without
        any representation, credit or allowance from Landlord with respect to
        the condition or improvement thereof, except as otherwise set forth in
        Landlord's Notice.

Except as hereinabove provided, all of the terms and provisions of this Lease
shall apply to the applicable Renewal Term.

        29.3 Amendment. If Tenant exercises a Renewal Option, Landlord and
Tenant shall execute and deliver an amendment to this Lease reflecting the lease
of the Premises by Landlord to Tenant for the Renewal Term on the terms provided
above, which amendment shall be executed and delivered within 30 days after
Tenant exercises the such Renewal Option.

        29.4 Termination. Each Renewal Option shall automatically terminate and
become null and void upon the earlier to occur of

               (A)    The expiration or termination of this Lease;

               (B)    The termination of Tenant's right to possession of the
                      Premises;

               (C)    The assignment of this Lease by Tenant, in whole or in
                      part, except as permitted in section 8.1(A);

               (D)    The sublease by Tenant of the Premises, or any portion
                      thereof, except as permitted in section 8.1(A);

               (E)    The recapture by Landlord of any space under section 8.2
                      above; or

               (F)    The failure of Tenant to timely or properly exercise
                      either Renewal Option.

30.     RIGHT OF FIRST OPPORTUNITY.

        30.1 Option Space. For purposes of this Lease, "Option Space" shall mean
as of any date, that certain space located on the first floor of the Building
(Suite 117) and containing approximately 1,257 square



                                       30

<PAGE>   31

feet of rentable area, as shown on Exhibit F attached hereto, less such portions
of said space, if any, which are leased by Tenant as of such date.

        30.2 Right of First Opportunity. With respect to the first lease and
only the first lease which Landlord hereafter intends to enter into with a
third-party tenant for either (i) all or any portion of the Option Space, or
(ii) the space described in clause (i) above plus any other space in the
Building (for purposes hereof, any such other space shall be deemed to be part
of the Option Space) and which has a lease term commencing at any time prior to
January 1, 2007 (but excluding any new or renewal lease or lease expansion with
any then existing tenant of all or any portion of the Option Space), Landlord
shall give Tenant written notice of such intent ("Landlord's Notice") prior to
Landlord entering into such lease. The Landlord's Notice shall specify (i) the
location and rentable area of the portion of the Option Space which Landlord
desires to lease (which is hereinafter referred to as the "Actual Option
Space"), (ii) the proposed lease term for the Actual Option Space, (iii) the
date upon which the Actual Option Space shall be available for occupancy, (iv)
the annual rate of base rent per square foot of rentable area which Landlord
desires to charge for the Actual Option Space, (v) the amount of all rent
adjustments which Landlord desires to charge for the Actual Option Space,
including, without limitation, fixed and/or indexed rent adjustments and rent
adjustments for operating expenses and real estate taxes for the Building [and
corresponding base amounts], and (vi) the tenant concessions (e.g., rent
abatements and tenant improvement allowances), if any, which Landlord would be
willing to provide to lease the Actual Option Space; it being agreed that items
(iv) through (vi) above shall be quoted by Landlord in Landlord's Notice for a
hypothetical lease having a lease term which would expire on the Expiration Date
of the Term of this Lease. Tenant shall thereupon have a one-time right (the
"Right of Opportunity") to lease all, but not less than all, of the Actual
Option Space, subject to the following terms and conditions:

               (A) Tenant gives Landlord a written notice of its election to
        exercise the Right of Opportunity within five (5) days after Landlord
        gives Tenant Landlord's Notice for such Right of Opportunity;

               (B) Tenant submits current audited financial statements of Tenant
        to Landlord concurrently with Tenant's Notice exercising the Right of
        Opportunity and such financial statements are approved in writing by
        Landlord;

               (C) No Event of Default exists under this Lease either on the
        date Tenant exercises such Right of Opportunity or, unless waived in
        writing by Landlord, on the proposed commencement date of the lease term
        for the Actual Option Space; and

               (D) No other tenant in the Building has exercised a right to
        lease the Actual Option Space as specified in Landlord's Notice, which
        right exists in favor of such tenant as of the date of execution of this
        Lease.

In the event that Tenant does not timely or properly exercise the Right of
Opportunity, Landlord may at any time thereafter lease the Actual Option Space
to any third-party tenant on such terms and provisions as Landlord may elect
without again complying with the provisions of this section 30.

        30.3 Terms. If Tenant exercises the Right of Opportunity, the following
terms and provisions shall apply:



                                       31

<PAGE>   32

               (A) Landlord shall lease the Actual Option Space to Tenant for a
        lease term commencing on the availability date specified in Landlord's
        Notice and expiring on the Expiration Date of the Term of this Lease;

               (B) The base rent and rental adjustments payable for the Actual
        Option Space shall be as set forth in Landlord's Notice;

               (C) Tenant shall not be entitled to any rental abatement for the
        Actual Option Space except as otherwise set forth in Landlord's Notice;

               (D) Tenant shall accept the Actual Option Space in an "as-is",
        "where-is" condition from Landlord, without any agreement,
        representation, credit or allowance from Landlord with respect to the
        improvement or condition thereof except as otherwise set forth in
        Landlord's Notice; and

               (E) All of the terms and provisions of this Lease shall apply
        with respect to the Actual Option Space, except as otherwise provided in
        this Section 30 or except as same may be inconsistent with the
        provisions of this Section 30.

        30.4 Amendment. If Tenant exercises the Right of Opportunity, Landlord
and Tenant shall execute and deliver an amendment to this Lease reflecting the
lease of the Actual Option Space by Landlord to Tenant on the terms herein
provided, which amendment shall be executed within thirty (30) days after Tenant
exercises the such Right of Opportunity.

        30.5 Termination. The Right of Opportunity shall automatically terminate
and become null and void upon the earlier to occur of:

               (A)    The expiration or termination of this Lease;

               (B)    The termination by Landlord of Tenant's right to
                      possession of the Premises;

               (C)    The assignment of this Lease by Tenant, in whole or in
                      part, except as permitted in section 8.1(A);

               (D)    The sublease by Tenant of the Premises, or any part
                      thereof, except as permitted in section 8.1(A);

               (E)    The recapture by Landlord of any space under section 8.2
                      above;

               (F)    The failure of Tenant to timely or properly exercise the
                      Right of Opportunity.

31.     ADDITIONAL RIGHTS OF TENANT.

               (A) Conduit Fees. Landlord shall permit Tenant to use vertical
        and horizontal pathways outside of the Premises and within the Complex,
        provided that: (i) prior to utilizing such pathways, Tenant executes a
        Pathway Confirmation Agreement in the form attached hereto as Exhibit
        "D"; and (ii) Tenant pays to Landlord the pathway use fees set forth in
        Exhibit "D" attached hereto, as additional rent due hereunder.



                                       32

<PAGE>   33

               (B) Equipment Space (Generator). Landlord shall provide Tenant
        with an Equipment Space consisting of approximately 400 usable square
        feet of outside loading dock space and shall permit Tenant, at its
        expense, to install a generator and diesel fuel tank in such area
        provided that: (i) prior to utilizing such Equipment Space, Tenant
        executes a Space Acceptance Agreement in the form attached as Exhibit
        "E" attached hereto;(ii) Tenant pays to Landlord the Equipment Space
        rental rates set forth in section 1.1(H) of this Lease as additional
        rent due hereunder, and (iii) such installation is made in accordance
        with section 10 above.

               (C) Equipment Space (Antennae). Landlord shall permit Tenant, at
        its expense to install standard data antennae in an Equipment Space area
        designated by Landlord on the roof of the Building, provided that: (i)
        prior to installing such antenna, Tenant executes a Space Acceptance
        Agreement in the form attached hereto as Exhibit "E"; (ii) Tenant pays
        to Landlord, the Equipment Space rental rates set forth in section
        1.1(H) of this Lease as additional rent due hereunder; and (iii) such
        installation is made in accordance with section 10.

               (D) Equipment Space (HVAC). Landlord shall permit Tenant to
        install its own heating, ventilation and air conditioning equipment
        within the Premises and Landlord shall provide an Equipment Space in an
        area designated by Landlord, either inside or outside of the Building,
        for the installation of glycol lines to the rooftop of the Building,
        provided that: (i) prior to installing such glycol lines, Tenant
        executes a Space Acceptance Agreement in the form attached hereto as
        Exhibit "E"; (ii) Tenant pays to Landlord, the Equipment Space rental
        rates set forth in section 1.1(H) of this Lease as additional rent due
        hereunder; and (iii) such installation is made in accordance with
        section 10 above.

               (E) Fire Suppression. Landlord shall permit Tenant, at its
        expense, to install within the Premises its choice of a pre-action or
        FM200 fire suppression system with Landlord's consent, which consent
        shall not be unreasonably withheld, conditioned or delayed provided that
        such installation is made in accordance with section 10 above.

32.     CONDITION.

        This Lease is expressly subject to and conditioned upon Landlord and
Best Communications, Inc. ("Best"), an existing tenant of the Building, entering
into a lease termination agreement (the "Best Termination Agreement"), on terms
and provisions acceptable to Landlord, whereby Landlord shall terminate that
certain office lease dated March, 1996 entered into by and between Landlord and
Best (the "Best Lease"), effective as of November 14, 1999. If the Best
Termination Agreement is not fully executed on or before November 14, 1999, for
any reason whatsoever, then either party may terminate this Agreement by giving
written notice of termination to the other party at any time after November 14,
1999, but prior to the date, if any, upon which the Best Termination Agreement
is fully executed, in which event neither party shall have any further rights or
obligations under this Agreement and the Best Lease shall continue in full force
and effect for the full stated Term, subject to the terms and provisions of the
Best Lease.



                                       33

<PAGE>   34

        IN WITNESS WHEREOF, this Lease has been executed as of the date set
forth in section l.lD hereof.

LANDLORD:                                    TENANT:

LaSalle Bank National
Association formerly known as
LASALLE NATIONAL BANK, f/k/a                 UNIVERSAL ACCESS, INC., a Delaware
LASALLE NATIONAL TRUST N.A., not             corporation
personally, but solely as Trustee
under Trust Agreement dated
April 14, 1978 and known as
Trust Number 54214
                                             By: /s/ ROBERT POMMER
                                                --------------------------------
                                             Its: COO
                                                 -------------------------------

By:  /s/ ROSEMARY COLLINS
   --------------------------------
Its: VICE PRESIDENT
    -------------------------------


ATTEST:


By: /s/ DEBORAH BERG
   --------------------------------
Its: Assistant Secretary
    -------------------------------




                                       34
<PAGE>   35

                          EXHIBIT A-1 PLAN OF PREMISES

                                  [FLOOR PLAN]

<PAGE>   36

                          EXHIBIT A-2 PLAN OF PREMISES

                                  [FLOOR PLAN]
<PAGE>   37

                         Exhibit C-1 - Pathway Use Fees

                          HORIZONTAL PATHWAY USE FEES


<TABLE>
<CAPTION>
================================================================================
                        FOR BASEMENT (GARAGE) LEVEL ONLY
================================================================================

     TYPE                 RATE PER                               YEARLY RATE PER
                         HORIZONTAL                                PATHWAY FOOT
                      PATHWAY FOOT PER
                           MONTH
--------------------------------------------------------------------------------
<S>                   <C>                                        <C>
1 INCH                     $.26                                       $3.12

1 1/4 INCH                 $.35                                       $4.20

2 INCH                     $.42                                       $5.04

3 INCH                     $.51                                       $6.12

4 INCH                     $.60                                       $7.20
--------------------------------------------------------------------------------
</TABLE>


<TABLE>
<CAPTION>
================================================================================
                             FOR FLOORS 1 THROUGH 8
================================================================================

     TYPE                 RATE PER                               YEARLY RATE PER
                         HORIZONTAL                                PATHWAY FOOT
                      PATHWAY FOOT PER
                           MONTH
--------------------------------------------------------------------------------
<S>                   <C>                                        <C>
1 INCH                    $1.50                                       $18.00

1 1/4 INCH                $2.00                                       $24.00

2 INCH                    $2.50                                       $30.00

3 INCH                    $3.00                                       $36.00

4 INCH                    $3.50                                       $42.00
--------------------------------------------------------------------------------
</TABLE>

The above fees are current as of the date indicated below. The fees are to be
increased annually by an amount which is the greater of: a) the increase in the
Consumer Price Index (Chicago-Gary-Kenosha SMSA) for all Urban Consumers; or b)
four percent (4%).

<PAGE>   38
                         Exhibit C-2 - Pathway Use Fees

                           VERTICAL PATHWAY USE FEES
                   FOR PATHWAY FROM BASEMENT TO EIGHTH FLOOR


<TABLE>
<CAPTION>
================================================================================
                      INNERDUCT INSTALLED WITHIN 4" CONDUIT
================================================================================
      TYPE                 RATE PER VERTICAL             YEARLY RATE PER
                          PATHWAY PER MONTH                  PATHWAY
--------------------------------------------------------------------------------
<S>                       <C>                            <C>
1 INCH                    $150.00                        $1,800.00

1 1/4 INCH                $170.00                        $2,040.00

2 INCH                    $200.00                        $2,400.00
--------------------------------------------------------------------------------
</TABLE>


<TABLE>
<CAPTION>
================================================================================
                        EXCLUSIVE USE OF ENTIRE CONDUIT
================================================================================
      TYPE                 RATE PER VERTICAL             YEARLY RATE PER
                          PATHWAY PER MONTH                  PATHWAY
--------------------------------------------------------------------------------
<S>                       <C>                            <C>
2 INCH                    $350.00                        $4,200.00

4 INCH                    $500.00                        $6,000.00
--------------------------------------------------------------------------------
</TABLE>

All rates above are for connecting any floor to any other floor (i.e., rate
would not differentiate between a two floor access run and an eight floor access
run).

The above fees are current as of the date indicated below. The fees are to be
increased annually by an amount which is the greater of: a) the increase in the
Consumer Price Index (Chicago-Gary-Kenosha SMSA) for all Urban Consumers; or b)
four percent (4%).

<PAGE>   39
                                    EXHIBIT D
                   PATHWAY CONFIRMATION AGREEMENT NO. UAI99001

        THIS PATHWAY CONFIRMATION AGREEMENT, made this 15th day of December,
1999 by and between LASALLE NATIONAL BANK, f/k/a LaSalle National Trust, N.A.,
not personally, but solely as Trustee under Trust Agreement dated April 14, 1978
and known as Trust Number 54214 ("Landlord"), and UNIVERSAL ACCESS, INC., a
Delaware corporation ("Tenant")

                                   WITNESSETH:

        WHEREAS, Landlord and Tenant did enter into that certain Lease (the
"Lease"), dated December 13, 1999 for the demise of (i) certain space situated
on the first floor (Suites 121 and 123) of the Building located at 700 South
Federal Street, Chicago, Illinois and (ii) certain equipment space located on
the loading dock of the Building (each an "Equipment Space") for the
installation by Tenant of certain equipment; and

        WHEREAS, all terms defined in the Lease shall have the same meanings
when referred to herein; and

        WHEREAS, Landlord has requested that Tenant acknowledge and confirm each
use by Tenant of certain horizontal and/or vertical pathways in the Building,
pursuant to and in accordance with Section 2 of the Lease, and Landlord has
further requested Tenant to acknowledge and confirm its obligations attendant
upon each such use, pursuant to and in accordance with Section 2 of the Lease;
and

        WHEREAS, Tenant has agreed to acknowledge said use and obligations in
connection therewith, each of the Pathway Confirmation Agreements executed to
date being part of the total Pathway obligations due to Landlord.

        NOW, THEREFORE, in consideration of the premises and the mutual promises
and covenants herein contained, Landlord and Tenant hereby agree as follows:

        (1)    The horizontal pathways used by Tenant and the fees payable
               therefor are as follows:

<TABLE>
<CAPTION>
                                              Monthly               Annual
                                             Pathway Fee           Pathway Fee
               Description                 in U.S. Dollars       in U.S. Dollars
               -----------                 ---------------       ---------------
<S>                                        <C>                   <C>
               See Attached Exhibit D-1        $835.40             $10,024.80
</TABLE>

        (2)    The vertical pathways used by Tenant and the fees payable
               therefor are as follows:

<TABLE>
<CAPTION>
                                              Monthly               Annual
                                             Pathway Fee           Pathway Fee
               Description                 in U.S. Dollars       in U.S. Dollars
               -----------                 ---------------       ---------------
<S>                                        <C>                   <C>
               See Attached Exhibit D-1       $2,000.00            $24,000.00
</TABLE>



                                       36
<PAGE>   40

        (3)    Tenant agrees to pay to Landlord the additional monthly Pathway
               Fees as determined under Paragraphs 1 and 2 above at the times
               and in the manner set forth in Section 3 of the Lease, in
               accordance with the terms and provisions.

        EXCEPT as hereby modified and amended, all other terms, provisions,
covenants and conditions of the Lease shall remain in full force and effect.

        IN WITNESS WHEREOF, Landlord and Tenant have caused this Commencement
Date Agreement to be executed by their duly authorized representatives on the
day and year above written.

LANDLORD:                                    TENANT:

LaSalle Bank National Association
formerly known as
LASALLE NATIONAL BANK, f/k/a                 UNIVERSAL ACCESS, INC., a Delaware
LASALLE NATIONAL TRUST N.A., not             corporation
personally, but solely as Trustee
under Trust Agreement dated
April 14, 1978 and known as Trust
Number 54214


By: /s/ ROSEMARY COLLINS                     By: /s/ ROBERT POMMER
   --------------------------------             --------------------------------
Its: VICE PRESIDENT                          Its:  COO
    -------------------------------              -------------------------------



ATTEST:


By: /s/ DEBORAH BERG
   --------------------------------
Its: ASSISTANT SECRETARY
    -------------------------------



                                       37

<PAGE>   41
PRINTERS SQUARE PATHWAY USE FEE CALCULATION

UNIVERSAL ACCESS, INC PATHWAY CONFIRMATION AGREEMENT NO. UA199001

Fees are to be increased annually by 4% on the anniversary date of this Pathway
Confirmation Agreement.


                              HORIZONTAL PATHWAYS
<TABLE>
<CAPTION>
                                             MONTHLY
                                             RATE PER
                                             PATHWAY        MONTHLY        ANNUAL
                                NO. OF       FOOT IN        PATHWAY       PATHWAY
                                PATHWAY        U.S.       FEE IN U.S.   FEE IN U.S.
  FLOOR          TYPE            FEET        DOLLARS        DOLLARS       DOLLARS            DESCRIPTION (IDENTIFICATION NO.)
  -----          ----           -------      --------     -----------   -----------   ---------------------------------------------
<S>         <C>                 <C>          <C>          <C>           <C>           <C>
Basement    4" horizontal         151         $0.60         $ 90.60      $ 1,087.20   To 620 east stairwell/Williams (UAI99001-1)
Sixth       4" horizontal          85         $3.50         $297.50      $ 3,570.00   To 620 east stairwell/Williams (UAI99001-1)
Basement    4" horizontal         200         $0.60         $120.00      $ 1,440.00   Suite 121 to Bell Canada (UAI99001-2)
First       2" horizontal         189         $0.42         $ 79.38      $   952.56   Suite 121 to Netpop (UAI99001-3)
Basement    4" horizontal         124         $0.60         $ 74.40      $   892.80   To 620 east stairwell/Worldcom (UAI99001-4)
Basement    4" horizontal         124         $0.60         $ 74.40      $   892.80   To 620 east stairwell/Worldcom (UAI99001-5)
Basement    2" horizontal         236         $0.42         $ 99.12      $ 1,189.44   To 620 east stairwell/Worldcom (UAI99001-6)
                                                            $    --      $       --
                                                            $    --      $       --
                                                            $    --      $       --
                                                            $    --      $       --
                                   TOTAL HORIZONTAL FEES    $835.40      $10,024.80
</TABLE>



                               VERTICAL PATHWAYS

<TABLE>
<CAPTION>
                                                                               MONTHLY           ANNUAL
                                                                               PATHWAY           PATHWAY
                                                                             FEE IN U.S.       FEE IN U.S.
         DESCRIPTION (IDENTIFICATION NO.)                                      DOLLARS           DOLLARS
------------------------------------------------------------------           -----------       -----------
<S>                                                                          <C>               <C>
One 4" vertical in 620 east stairwell to Williams (UAI99001-1)                 $  500.00        $ 6,000.00
One 4" vertical in 620 east stairwell to Worldcom (UAI99001-4)                 $  500.00        $ 6,000.00
One 4" vertical in 620 east stairwell to Worldcom (UAI99001-5)                 $  500.00        $ 6,000.00
One 4" vertical in 620 east stairwell to Worldcom (UAI99001-6)                 $  500.00        $ 6,000.00
                                                                                                $       --
                                                                                                $       --
                                                                                                $       --
                                                                                                $       --
                                                                                                $       --
                                                                                                $       --
                                                                                                $       --
                                                        TOTAL VERTICAL FEES    $2,000.00        $24,000.00
</TABLE>
<PAGE>   42

                                    EXHIBIT E
                           SPACE ACCEPTANCE AGREEMENT

        THIS AGREEMENT, made this 15th day of December, 1999 by and between
LASALLE NATIONAL BANK, f/k/a LaSalle National Trust, N.A., not personally, but
solely as Trustee under Trust Agreement dated April 14, 1978 and known as Trust
Number 54214 ("Landlord"), and UNIVERSAL ACCESS, INC., a Delaware corporation
("Tenant")

                              W I T N E S S E T H:

        WHEREAS, Landlord and Tenant did enter into that certain Lease with
Tenant (the "Lease") dated December 13, 1999 for the demise of (i) certain
space (Suite 121 and 123) on the first floor of the building (the "Building")
located at 700 South Federal Street, Chicago, Illinois and (ii) certain
equipment space located on the loading dock of the Building (each an "Equipment
Space") for the installation by Tenant of certain equipment; and

        WHEREAS, all terms defined in the Lease shall have the same meanings
when referred to herein; and

        WHEREAS, Landlord has requested that Tenant acknowledge and confirm the
actual size of and Monthly Base Rent payable for the Equipment Space, pursuant
to and in accordance with Section 2.1 of the Lease; and

        WHEREAS, Tenant has agreed to acknowledge said information.

        NOW, THEREFORE, in consideration of the premises and the mutual promises
and covenants herein contained, Landlord and Tenant hereby agree as follows:

        1.     The area comprising the Equipment Space for the generator
               ("Generator Space") shall be an area of 11'x22' containing 242
               usable square feet as shown on Exhibit E-1 attached hereto. The
               area is described as follows: Starting at the point of beginning
               ("POB") being the center of column G12, go South 11', thence east
               11', thence north 22', thence west 11', thence south 11' to the
               POB. The area comprising the Equipment Space for the HVAC
               equipment ("HVAC Space") shall be an area of 5'x22' containing
               110 usuable square feet as shown on Exhibit E-2 attached hereto.
               The area of the HVAC Space is described as follows: The area
               encompassed within the upper walkway of the loading dock
               (approximately 5' in width) being 11' north of and 11' south of
               the center line of column line 12.

        2.     Effective as of the Commencement Date, the Monthly Base Rent for
               the Equipment Space shall be payable in the following amounts for
               the following periods based on a total area of 352 usable square
               feet:



                                       38
<PAGE>   43

<TABLE>
<CAPTION>
                                                      MONTHLY BASE RENT
                    PERIOD                             IN U.S. DOLLARS
                    ------                            -----------------
<S>                                                   <C>
              12/15/99 - 12/31/00                          $366.67
               1/1/01 - 12/31/01                           $377.81
               1/1/02 - 12/31/02                           $388.96
               1/1/03 - 12/31/03                           $400.69
               1/1/04 - 12/31/04                           $412.72
               1/1/05 - 12/31/05                           $425.04
               1/1/06 - 12/31/06                           $437.95
               1/1/07 - 12/31/07                           $450.85
               1/1/08 - 12/31/08                           $464.35
               1/1/09 - 12/31/09                           $478.43
</TABLE>

        EXCEPT as hereby modified and amended, all other terms, provisions,
covenants and conditions of the Lease shall remain in full force and effect.

        IN WITNESS WHEREOF, Landlord and Tenant have caused this Agreement to be
executed by their duly authorized representatives on the day and year above
written.


TENANT:                                      LANDLORD: LaSalle Bank National
                                                       Association formerly
                                                       known as

UNIVERSAL ACCESS, INC., a Delaware           LASALLE NATIONAL BANK, NOT
corporation                                  PERSONALLY, BUT SOLELY AS TRUSTEE
                                             AS AFORESAID


BY: /s/ ROBERT POMMER                       BY: /s/ Rosemary Collins
   --------------------------------             --------------------------------

-----------------------------------          -----------------------------------

TITLE: COO                                   TITLE: PRESIDENT
      -----------------------------                -----------------------------



                                       39
<PAGE>   44
                                  [FLOOR PLAN]

                                  EXHIBIT E-1
                                EQUIPMENT SPACE
                                GENERATOR SPACE

Letters and numbers in circles indicate building column lines as established in
building architectural drawings available for inspection by Tenant upon request.
<PAGE>   45
                                  [FLOOR PLAN]


                                  EXHIBIT E-2
                                EQUIPMENT SPACE
                                   HVAC SPACE


Letters and numbers in circles indicate building column lines as established in
building architectural drawings available for inspection by Tenant upon request.
<PAGE>   46



                                  [FLOOR PLAN]


                        EXHIBIT F - PLAN OF OPTION SPACE