Idea Transcript
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CONTRACT AMENDMENT NO.1
EXPERIENCIA PREPARATORY ACADEMY In accordance with Article IX of the Terms and Conditions, incorporated as part of the Contract to Charter a Public School Academy and Related Documents, issued by the NORTHERN MICHIGAN UNIVERSITY BOARD OF TRUSTEES ("University Board") to EXPERIENCIA PREPARATORY ACADEMY ("Academy") on July 1,2013 ("Contract"). the parties agree to amend the Contract as follows:
1.
Amend Schedule 6: Physical Plant Description, by deleting the lease agreement that begins at Page 6-8 and replacing it with the lease agreement that is attached as Exhibit A.
2.
Amend Contract Schedule 7d: Curriculum. by adding the curriculum for grades 47 that is attached as Exhibit B,
3.
Amend Contract Schedule 7f: Application and Enrollment of Students, by amending the enrollment limits to reflect that the Academy will offer "kindergarten through ninth grade."
4.
Amend Contract Schedule 7h: Age and Grade Range of Pupils, by an1ending the first sentence of this Schedule to state that "The Academy will enroll students in kindergarten through ninth grade,"
This amendments is hereby approved by the University Board and the Academy through their authorized designees and shan have an effective date of July 1, 2013.
Dated:
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Dated:~~3
2 LANOI\3138673 lDUTUA • 019956\0999
Tab A
AMENDED ANi) RESTATED LEASE AGREEMENT
This AMENDLm AND RESTATED LEASE AGREEMENT (this "Lease") is made this __ day of _~ __ J::::?Et13, 2013 between Jefferson School Building Limited Partnership, a Michigan nonprofit corporation ("Landlord"), having an address of 313R Cass, Detroit, Ml 48201 and Expcrieneia Preparatory Academy, a Michigan nonprofit corporation and public school academy ("TcnanC), having an address of 950 Scl(il:n, Dctroit, 1\1 1 4820 J • RECITALS:
A. Landlord is the owner of certain parcels of land located in Detroit Wayne County, Michigan, described on Exhibit A attached hereto (the "Land"), and the improvements ("Improvements"). including (l "Building" containing approximately 90,000 square feet of rentable space situated lhereon, parking area for approximately 102 cars and for a total of approximately 60,000 square feet of land area, Landlord will be leasing to Tenant said property and Building, with access to common areas. ingn:ss and egress and parking spaces described in Exhibit B and furniture and equipment located ill the building, which will be collectively relcrred to herein as the "Premises".
13. Landlord desires to lease to 'Tenant and Tenant desires to lease fhml Landlord the Premises for operation of a public school academy. C. Landlord and Tenant entered into that certain Lease Agreement for the Premises dated June 17.2013 (the "Original Lease").
D. Subsequent to execution of the Original Lease, lundlord and Tenant discovered certain errors contained ther\'~in. E. Landlord and Tenant desire to amelld Hnd restate the Original Lease in its entirety a set forth ill this Lease, AGREEMENT:
In consideration or the facts scI forth in the Recitnls above and the mutual promises contained herein. Landlord and Tcnant agrec as follows: I. I.A:ase of Premises. Landlord hereby leases the Premises to Tenant, and Tenant hereby leases the Premises from Landlord, upon the terms and conditions set forth herein. Landlord is responsible for all construction costs and expenses associated with securing approvals for use of Premises f()r a Pllblic school academy by regulating authorities for all occupied space, (per Exhibit C "Schedule of Usc") including but Ilot limited to, code and fil\~ code requirements and securing a permanent occupancy permit as required f()t" n public scbool academy. 2.
Term.
(a) The term of this Lease (the "Term") shall commence on July I, 2013 (the "Commencement Date") (ll1d expire on June 30, 20 J8 (the "Expiratioll Date"). unless earlier terminated or extended as provided herein.
(b) Tenant is or shall be a party to a Chalter School Contract with Northern Michigan University 1'01' the operation ot' H school in the Premises (the "Charter Contract"). If for any reason wlmtsocver the Charter Contract is not awarded to Tenant or the Charter Contract is terminated (other than voluntary termination by the Tenant), or is not renewed or extended, prior to the expiration of the 'rerll1 hereof, thel1 this Lease sll"II terminate simultaneously with slich termination, non-renewal or non-extension, as the case may be. ).
Lease Acquisition
F(~e
and Rent
(a) Lease Acquisition Fcc A lease (lcquisition fcc of Six Hundred Fifty Five Thousand Dollars OOll 00 (S655.000.()(» (the "Lea!-',c Acquisition Fcc") shall be due in full at the commencement or this Lease. Notvvithstandillg the foregoing, the Lease Acquisition Fee may be paid by the 'Tenant in installments as follows: .ltl!)'. J ,)()I)
- .JUJ1(;' JO; 2ttH -_. $5000 dollars per month payable October 31, 2013 for the period July I, 20! 3 through October 31, 2013 and monthly thereafter. In addition to such monthly installments a payment of $55,000 shall be made by Tenant prior to November 30, 2014 .
•hll), 1, 2OJ5~.hlm'J().,.201 () " S 15 ,()OO per month
r::xeept as otherwise noted in this section . nil installments shall be payable on the first day of each month. (b) Base Rent. During the Term of this Lease, Tenant agrees to pay to Landlord annual base rent ("Base Rent") equal to the greater of (i) the sum of the product of S500.00 mUltiplied by the number of full time equivalent pupi Is enrolled in the Academy t()r such period minus the Lease Acquisition F'ec irstallmcIlts payable for such period (exclusive ofthe one time payment of $55,000 to be made by Tenant on November 30,2(14), or (ii) the minimum annual rental amounts as set i()11h below, Thc TCfwnt's number or full lime cquivalent pupils shall be based upon Tenant's student membership at the Premises as determined by the statutory nil I CO lint day, set forth in the Revised School Code, Public Act 451 or 11.)76 (currently thc !\H1rth Wcdncsday of October). Except as otherwise noted in this section, nil installmcnts shall be payable on the first day of each month. The rent shall be as follows: .July IL~(>'tJ.::'J.lln?,3j),2()14 ,- the minimum annual rental amount shall be $90,000 ibr such period. Base Rent for this period 10 be paid in 8 equal installments beginning November 2013. July I, 2(H~.': ~Jlllle3(), 201:; - the minimum annllal rental amount shall be $ J 20,000. Base Rent for this pcrioJ to be paid in 11 equal installments \vith no payment due in September 2014 .
.'lily 1,2015 -,1llne:?O, 2016 - the minimum annual rental amount shall be $120,000. Base Rent for this period to be pnid in II equal installments with no payment due in Scptember20 IS.
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the minimum annual rental amount of $120,000. Base Rent for
this period to be paid in II equal installments with no payment due in September 2016.
,Jtllyl, 2017 -- Jllne 3(), 200~ - {he minimum annual rental amount of $360,000. Base Rent for this period to be paid ill II equal installments with no paymellts due n September 2017.
*** For illustrative pmposes, the Base Rent payable for the period /I'om July 1,2014--- June 30, 2015 with a student ellmllmcnt count in October of 2015 of 400 would be $120,000 (400x$500-S I 20,000 :::: $80,000 which is Icss than the $120,000 minimulll so S 120,000 minimum would apply) whereas if the student enrollment for the same period is 500 the Base Rcnt payable would be $130,000 (SOOxSSOO$120,000" $ 130,OO(hv hich is greater than the $120,000 minimum so $130,000 would apply). (c) Additional Rent. The Base Rent shall be net to Landlord of all expenses related to the lise, operation, nidntellLnce and r~pair of the Premises, including Impositions (herea/ter defined) (the "Expenses") o:C[~pt m; ntherwisc exprt~ssly provided for ill this Lease. All other Expense payments due from -renant to Landlord, or to rhird persons, under this Lease shall be deemed "Additional Rent". Tcnant shall pay a:, Additional Rellt to Landlord. or at Landlord's request to the appropriate person, all Expenses, including insurance as required under tbis Lease, In addition. Tenant shall be liable fIJI" any and all costs and expenses incurred by the Landlord which arc the result of the acts or omissions of Tenant or any of its employees, agents. or invitees. Landlord shall be liable for any maintenance or repair related to the lo()l~ external walls or b,lscment or due to water leakage or damage resulting from roof. external w,dls andlor basement issues which will be the responsibility of Landlord to correct, at Landlord's expense. in a commel'l.;inlly reasonable lime frame upon receipt of notice of said issues. Tenant shall malnlain sufficient insurance covemgc for the interior lInish and furnishings as regards all manners of loss including but not limited 10 fire and water damage. (d) Rent. Without limiting ihcj()f\:~~:oillg, the tcrm "Rel1t" shall mean all amounts payable under this Lease illcluding Base Rent and Additional Rent. Base Rent and Additional Rent payable to Landlord shall he payahle by 'Tenant monthly as set t()rth in this section, without previous demand lhereicH' and without deduction, setoff'. adjustment or abatement or any nature however, Additional Rent will be billed nwnchly to Tenant 1'01' payment. If the Term ends 011 n date which is other than the first or last day of a cakndar mOlltll. respectively, then Base Rent nnd Additional Rent f()!' sueh partial month shall be prorated based on the number or days of sllch month included within the Tenn. All amounts due It'Olll Tcmtnt hereunder shall be paid in lawful money of the United States to Landlord at its address sel tt)!"l h Oil the first page lIere(lf, or to such other person or at such other place as Landlord f)'om lime to time may lksignate. B~\se Rent shall bear interest at an annual rate eqtlal to seven per cent (7%) per al1num il nol j)