Loading...
HomeMy WebLinkAbout17-94 Resolution No. 17-94 RESOLUTION AUTHORIZING THE EXECUTION OF A LEASE AGREEMENT WITH ELGIN CHARTER SCHOOL INITIATIVE, ALSO KNOWN AS ELGIN MATH AND SCIENCE ACADEMY CHARTER SCHOOL, REGARDING LEASING A PORTION OF THE FORMER FOX RIVER COUNTRY DAY SCHOOL PROPERTY COMMONLY KNOWN AS 1600 DUNDEE AVENUE, ELGIN, ILLINOIS BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that Richard G. Kozal,City Manager,and Kimberly A.Dewis,City Clerk,be and are hereby authorized and directed to execute a Lease Agreement on behalf of the City of Elgin with the Elgin Charter School Initiative, also known as the Elgin Math and Science Academy Charter School, regarding leasing a portion of the former Fox River Country Day School property commonly known as 1600 Dundee Avenue,Elgin,Illinois 60120,a copy of which is attached hereto and made a part hereof by reference. s/David J. Kaptain David J. Kaptain, Mayor Presented: July 26, 2017 Adopted: July 26, 2017 Vote: Yeas: 8 Nays: 0 Abstain: 1 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk LEASE AGREEMENT THIS LEASE is made and entered into as of the 26th day of July, 2017, by and between the City of Elgin.an Illinois municipal corporation(hereinafter referred to as the"Landlord"),and the Elgin Charter School Initiative, an Illinois not-for-profit corporation, doing business under the assumed name of"Elgin Math and Science Academy Charter School"(hereinafter referred to as"Tenant"), and constitutes a Lease between the parties of the Subject Property as identified herein below, on the terms and conditions and with and subject to the covenants and agreements of the parties hereinafter set forth. The Landlord and Tenant are sometimes hereafter individually referred to as a"Party' and collectively as the "Parties". WITNESSETH: 1. Subject Property. The portion of the easterly 19.0566 acres of the former Fox River Country Day School property depicted and legally described as on Exhibit A attached hereto commonly known as 1600 Dundee Avenue. Elgin, Illinois 60120(the "Premises"). 2. Term: Renewal Options: Option to Terminate. (a) The initial term ("Initial Term") of this Lease is from April 1, 2018 ("Commencement Date"), through June 30, 2023 (the "Initial Term"). (b) The Tenant shall have five (5) options to renew the Lease (each a "Renewal Option", and collectively the "Renewal Options") for an additional five-year term each, as follows: the `'First Renewal Option" shall be for the period from July 1, 2023, through June 30, 2028: the "Second Renewal Option' shall be for the period from July 1, 2028, through June 30, 2033; the "Third Renewal Option' shall be for the period from July 1, 2033 through June 30, 2038; the "Fourth Renewal Option" shall be for the period from July 1, 2038 through June 30, 2043; and the "Fifth Renewal Option" shall be for the period from July 1, 2043 through June 30, 2048. Each Renewal Option shall be subject to the Tenant having its charter school renewed for such additional period of time. Each successive Renewal Option shall be deemed automatically exercised by the Tenant without notice unless Tenant provides the Landlord written notice not less than 180 days prior to the expiration of the then current lease term of its intention not to exercise its option to further extend the Lease. (c) Tenant shall have the right and option to terminate this Lease at any time by giving not less than one hundred eighty(180)days prior written notice of such termination to the Landlord. 3. Buildings Leased and Occupancy Dates. (a) The various existing buildings on the Premises are identified in the attached "Site Plan" prepared by Allen+Pepa Architects dated March 2, 2017, attached hereto as Exhibit B. The buildings on the Premises being leased by the Landlord to the Tenant pursuant to this Lease are as labeled on said Exhibit B) (i) the Neil Building, Dining Hall, (ii) the Administration Building, (iii) the Athletic Building/Gymnasium, (iv the Kilns Cabin, and (v) the Bates Field House (collectively the "Subject Buildings"). The Premises, the 1 Subject Buildings and all other improvements located on the Premises, together with the benefit of all easements appurtenant thereto, are hereinafter collectively referred to as the "Subject Property". (b) The Parties acknowledge that the Tenant may,at its election, begin its physical occupancy of the various Subject Buildings in stages as determined by Tenant. (c) Prior to the Commencement Date,the Landlord shall,at its expense,demolish the so-called buildings on the Subject Property known as"Allison Hall"and the"Kilborn building",and re-grade and landscape the demolition sites to make them part of the lawn area of the Subject Property(the"Landlord's Demolition Obligation"). Prior to the Commencement Date, the Landlord shall also attempt to make limited temporary repairs to the Administration Building and the Gymnasium Building to attempt to limit the intrusion of rain into such buildings. The Parties understand and agree that the Landlord intends to attempt to make such limited temporary repairs through the use of its own personnel and that the Landlord is not making any representations or guarantees as to the efficacy of any such temporary repairs. 4. Rent. Tenant agrees to pay to Landlord the sum of one dollar($1.00)per year as the total rent due under the terms of this Lease, the receipt and sufficiency of which is hereby acknowledged. As of the Commencement Date, Tenant shall pay to Landlord the entire Rent for the Initial Term and all Renewal Terms in the total amount of Thirty Dollars($30.00); provided that such pre-payment of rent shall not alter the other rights or obligations of the Parties hereunder, or be deemed to be an exercise by Tenant of any Renewal Option. 5. Condition of the Subject Property at Occupancy. (a) Landlord shall deliver to Tenant possession of the Subject Property and the Subject Buildings upon the Commencement Date of the Initial Term of this Lease. Subject to the Landlord's Demolition Obligation, it is agreed that the Landlord will be delivering the Subject Property and all improvements thereon, including, but not limited to, the Subject Buildings in their AS IS condition on such Commencement Date without any requirement or obligation of the Landlord to make any repairs or improvements thereto. (b) Tenant acknowledges and agrees that it has inspected the Subject Property, including all improvements thereon, including, but not limited to, the Subject Buildings, and accepts same, in AS IS condition. The Parties further acknowledge and agree that Tenant will be performing various repairs and improvements to the Subject Property, the improvements thereon and the Subject Buildings at its expense in order to occupy the Subject Property and the Subject Buildings and to utilize same for the Tenant's Charter School Use. (c) Tenant agrees that it shall complete with respect to each of the Subject Buildings such repairs and improvements as may be required in order to enable Tenant to occupy and use the Subject Buildings for the Tenant's Charter School Use no later than the end of the Initial Term of this Lease. 2 6. Use. (a) The Subject Property shall be used and occupied by the Tenant for educational and administrative purposes for grades kindergarten through eighth grade and for any other grade levels as to which Tenant's school charter may from time to time apply consistent with the Tenant's charter for the charter school, and for any uses accessory thereto(the "Charter School Use"),and for no other purpose or purposes. The Tenant, with the consent of the Landlord, may also sublease portions (but not all) of the Subject Property to other not-for-profit organizations for accessory and complementary uses to the Charter School Use as provided in Section 19 below. (b) If any governmental license or permit shall be required for the proper and lawful conduct of Tenant's business or other activity carried on in the Subject Property or if a failure to procure such a license or permit might or would, in any way. materially adversely affect Landlord or the Subject Property, then Tenant, at Tenant's expense, shall procure and maintain such license or permit. Tenant shall promptly comply with all laws and ordinances and lawful orders and regulations affecting the Subject Property and the cleanliness, safety, occupancy, and use of same. (c) Tenant agrees that it will conduct its business in the Subject Property in a lawful manner. (d) Tenant shall not cause or permit the use, generation, storage, or disposal in, on, or about the Subject Buildings or the Subject Property of any substances, materials,or wastes subject to regulation under any Federal, state, or local laws from time to time in effect concerning hazardous, toxic, or radioactive materials. 7. Alterations: Tax Credits. (a) Tenant may make interior renovations and alterations to the Subject Buildings. including, without limitation, the relocation of interior walls, and the provision of any and all heating, ventilating and air-conditioning mechanical systems necessary to serve the Subject Property, at Tenant's cost, subject to all applicable code regulations and the prior written approval of Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. (b) Excluding Tenant's trade fixtures, all alterations, decorations, additions, and improvements made by Tenant and attached to the Subject Property shall be deemed to have attached to the leasehold and to have become the property of Landlord upon such attachment, and upon expiration of this Lease, Tenant shall not remove any of such alterations, decorations, additions, and improvements, except trade fixtures installed by Tenant may be removed if all rents due herein are paid in full and Tenant is not otherwise in default hereunder. (c) Prior to commencing any renovation work approved by Landlord, Tenant shall procure certificates of insurance from all contractors and subcontractors showing general liability and worker's compensation coverage and naming Landlord as an additional 3 insured. Tenant shall in any event be responsible for repairing any damage caused to the Subject Buildings or the Subject Property by virtue of any unauthorized alteration. addition, or improvement installed by or on behalf of Tenant. (d) If any proposed renovations or alteration to be made and paid for by the Tenant (and approved by the Landlord)is a type that would qualify for federal or State of Illinois tax credits, the Landlord agrees to reasonably cooperate with Tenant in its efforts to procure such tax credits, at no expense to the Landlord. 8. Furniture and Equipment. All furniture and equipment required or desired by the Tenant shall be provided by the Tenant at its cost. Any existing furniture and equipment in the Subject Buildings at the Commencement Date (the "Landlord's Existing Personal Property")(i) is as of the Commencement Date of this Lease hereby conveyed to Tenant, and (ii) may be used and / or discarded at Tenant's sole discretion. Any use of Landlord's Existing Personal Property by the Tenant is in "as is" condition without any representations or warranties from the Landlord as to the condition or fitness of any such furniture or equipment. 9. Signs. (a) Tenant agrees not to use any advertising media without first receiving written approval from the Landlord. All signage shall comply with all applicable legal regulations and shall be professionally prepared and maintained in good condition and repair at all times. (b) Notwithstanding the foregoing, Landlord hereby consents to the following signage installations by Tenant,provided they are in compliance with the City of Elgin's codes and ordinances and are installed pursuant to permit: (i)one (1) entrance sign near the entrance at the Route 25 access point to the Subject Property; (ii) interior direction signs to the various Subject Buildings; and (iii)wall signage. 10. Maintenance and Repairs. (a) Subject to the limitation in Section 10(d),the Tenant shall at its cost be responsible for the maintenance and repairs of the Subject Buildings and the Subject Property. Tenant acknowledges and agrees that it has inspected the Subject Property and the improvements thereon, including,but not limited to, the Subject Buildings, and acknowledges and agrees that Tenant at its cost will need to make substantial repairs to the Subject Property and the Subject Buildings prior to occupying certain of the Subject Buildings in order to utilize same for the Tenant's Charter School Use. Tenant shall at its cost keep and maintain the Subject Buildings and Subject Property in good order, condition or repair and in a clean, sanitary and safe condition in accordance with all applicable legal requirements. Tenant shall also keep the Subject Property, including service areas adjacent to the Subject Buildings, windows and signs, orderly, neat, safe and clean. Tenant further agrees to comply with any and all requirements of the insurance underwriters insuring the Subject Property. The obligations of the Tenant are subject to the limitations in Section 21 entitled "Damages to Subject Property: Restoration or Termination". 4 (b) Maintenance and repairs to the exteriors of the Dining Hall, Administration Building, the Kilns Cabin and the Bates Field House shall be in conformance with the standards for the maintenance of landmarks as provided in Title 20 of the Elgin Municipal Code, 1976, as amended. (c) Landlord shall not be called upon to make any other improvements or repairs of any kind upon the Subject Property, except as may be required under the Section 21 entitled "Damages to Subject Property: Restoration or Termination." (d) Notwithstanding anything to the contrary stated in this Lease, it is expressly acknowledged that except as provided in Section 21 entitled "Damage to Subject Property: Restoration or Termination" (i) Tenant shall not be liable for the costs or expenses associated with any required repair or replacement of a Subject Building or other improvements on the Subject Property that may be damaged by fire or other insurable property damage risks (collectively, "Insurable Property Damage"), and, instead, (ii) Landlord shall look exclusively to the underwriter(s) under the Landlord's Property Insurance policy(ies), if any, for repairs or replacements necessitated by Insurable Property Damage. 11. Custodial and Cleaning. The Tenant shall be responsible at its cost for custodial and cleaning services for the Subject Buildings. 12. Pest Control. The Tenant shall be responsible at its cost for pest control services for the Subject Property and the Subject Buildings. 13. Grounds Maintenance and Snow Removal. The Tenant shall be responsible at its cost for exterior grounds maintenance of the Subject Property and for snow removal. Notwithstanding anything to the contrary in this Lease. Tenant shall not remove any trees on the Subject Property without the advanced express written approval of the Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. 14. Refuse Removal. The Tenant shall be responsible at its cost for refuse removal services for the Subject Property. Tenant shall not permit the accumulation of waste or refuse matter on the Subject Property or anywhere in or near the Subject Buildings. 15. Utility Charges. The Tenant shall be responsible at its cost for the payment of utility charges for water, gas, heat. electricity, and sewer for the Subiect Property and the Subject Buildings. The Tenant shall be solely responsible at its cost for provision and payment of any other services including, but not limited to, telephone service, internet service, cable service and any other utility services desired or required by the Tenant for the Subject Property and the Subject Buildings. 5 16. Insurance. (a) As additional rent for the Subject Property, Tenant shall during the term of this Lease procure and maintain policies of insurance written in occurrence form, at its own cost and expense, providing insurance as follows: (i) Comprehensive General Liability. A policy of comprehensive general liability insurance ("CGL Insurance") having a combined single limit of at least $2,000,000 per occurrence for bodily injury,death or property damage.Tenant shall cause the Landlord to be named as co-insured or as an additional insured and shall furnish the Landlord with duplicate policies or Certificates of Insurance evidencing insurance in force as required. Evidence of payment of premiums shall also be delivered to the Landlord. Such policy or policies shall provide that the coverage afforded thereunder shall not be canceled,terminated or materially changed without thirty (30) days prior written notice to the Landlord. The Certificate of Insurance shall include, but not be limited to, coverage for contractual obligation assumed by the Tenant under paragraph 17 entitled "Indemnification" herein. This insurance shall apply as primary insurance with respect to any other insurance or self- insurance programs afforded to the Landlord. There shall be no endorsement or modification of this insurance to make it excess over other available insurance; alternatively,if the insurance states that it is excess or prorated,it shall be endorsed to be primary with respect to the Landlord. (ii) Comprehensive Automobile Liability. Comprehensive Automobile Liability Insurance ("CAL Insurance') covering all owned, non-owned and hired motor vehicles with limits of not less than $500,000 per occurrence for damage to persons or property. This insurance may be provided as part of the CGL Insurance policy. (iii)Excess Liability. Tenant shall also provide, pay for and maintain in effect, during the term of this Agreement a policy of excess liability coverage ("Excess Insurance') with limits of at least $5,000,000 per occurrence for bodily injury. Said excess liability coverage shall be in addition to Tenant's comprehensive general liability coverage. (iv)Additional Insured. As to the CGL Insurance, the CAL Insurance, and Excess Insurance, Tenant shall cause the Landlord to be named as co-insured or as an additional insured, and shall furnish the Landlord with duplicate policies or Certificates of Insurance evidencing insurance in force as required. Evidence of payment of premiums shall also be delivered to the Landlord. Such policy or policies shall provide that the coverage afforded thereunder shall not be canceled, terminated or materially changed without thirty(30)days prior written notice to the Landlord. The Certificate of Insurance shall include,but not be limited to,coverage for contractual obligation assumed by the Tenant under paragraph 17 entitled "Indemnification" herein. 6 (v) Worker's Compensation. The Tenant shall also provide, pay for and maintain in effect during the term of this Agreement worker's compensation insurance in amounts required under the laws of the State of Illinois. (vi) Property, Contents, etc. Fire and extended coverage insurance (contents broad form) on Tenant's personal property, furniture, fixtures. equipment and improvements located on the Subject Property, in an aggregate amount of not less than the full replacement value thereof. The aforesaid insurance shall be in companies and in form, substance and amount (where not stated above) satisfactory from time to time to Landlord in Landlord's reasonable judgment. The aforesaid insurance shall not be subject to cancellation except after at least thirty(30)days prior written notice to Landlord.Duplicate insurance policies(or certificate of insurance thereof satisfactory to Landlord) together with satisfactory evidence of payment of the premiums thereon, shall be deposited with Landlord at the beginning date of this Lease,and renewals thereof not less than thirty(30)days prior to the end of the term of each such coverage. Tenant shall provide Landlord with a Certificate of Insurance naming Landlord as an additional insured party indicating the above coverage on an annual basis. (b) Landlord shall, throughout the term of this Lease, maintain all-risk property damage insurance insuring against loss or damage to the Subject Buildings and other site improvements and personal property of the Landlord situated thereon, and all appurtenances thereto, caused by fire, explosion, windstorm, malicious mischief, vandalism and all other insurable casualties customarily insured in an all-risk policy of insurance,for the replacement cost thereof as reasonably determined by Landlord in consultation with its insurance consultants and underwriters , and so as to avoid any so-called co-insurance penalty, (the "Property Insurance"). Prior to the occupancy of a building by the Tenant such Property Insurance shall be for a stated value as determined by the Landlord. Upon and during the occupancy of a Subject Building by the Tenant, such Property Insurance shall be increased for such building from a stated value to the full replacement cost thereof, as reasonably determined by the Landlord in consultation with its insurance consultants and underwriters. Tenant shall provide Landlord written notice not less than thirty(30)days prior to its initial occupancy of a Subject Building to allow the Landlord to implement such change with its insurance company. Tenant shall also provide Landlord written notice not less than thirty (30) days prior to discontinuing any occupancy of a Subject Building. Tenant shall reimburse to the Landlord the premiums for the Property Insurance policy to be maintained by the Landlord. (c) Landlord and Tenant each hereby mutually waive all claims for recovery or from the other or rights of subrogation against the other for any loss or damage to (i) the Subject Property, Subject Buildings, or other fixtures or improvements thereon (in the case of Landlord) (ii) the Tenant's contents or personal property situated on the Subject Property (in the case of Tenant)where such loss or damage is(or is required by the terms of this Lease to be)insured by a policy of property damage insurance,it being expressly agreed that each Party shall look only to its respective insurance carriers for indemnification or other recovery with respect to repair or replacement of its respective property that may be damaged by or destroyed by fire or other cause that could have been insured against. 7 17. Indemnification. (a) Landlord shall not be liable and Tenant hereby waives all claims against Landlord for any damage to any property or any injury to any person in or about the Subject Property by or from any cause whatsoever,except to the extent caused by the willful misconduct of the Landlord or its agents,employees or contractors. Landlord shall not be liable to the Tenant for any consequential damages and the Tenant hereby waives all claim against the Landlord for any consequential damages. (b) To the fullest extent permitted by law, but subject to any limitations expressly provided elsewhere herein, Tenant agrees to indemnify, defend and hold harmless Landlord, its officials, officers, employees, boards and commissions from and against any and all claims,suits judgments,costs, attorney's fees,damages or other relief arising out of or resulting from or through or alleged to arise out of (i) Tenant's use or occupancy of the Premises, (ii) any claim for bodily injury, death or damage to the property of third parties occurring in, on or about the Premises to the extent that same arises from any actual or alleged negligent or intentionally wrongful act or omission by or of Tenant, its agents, employees, invitees or visitors, (iii) Tenant's failure to comply with any and all governmental laws, ordinances, regulations or legal duties applicable to the condition or use of the Premises or its occupancy (excluding, however, any Preexisting Contamination as provided in Section 30); or(iv)any breach or default on part of the Tenant and the performance of any covenant or agreement on the part of the Tenant to be performed pursuant to this Lease. In the event of any action against the Landlord, its officers, employees, agents, boards or commissions covered by the foregoing duty to indemnify,defend and hold harmless,such action shall be defended by legal counsel of the Landlord's choosing. The provisions of this section shall survive any expiration and/or termination of this Lease. 18. Immunities. It agreed and understood by the parties hereto that this Lease is not intended nor shall be construed to alter. limit, or constitute a waiver of any of the civil immunities afforded the Landlord and/or Tenant and/or their officials, officers, employees and/or agents pursuant to the Local Governmental and Governmental Employees Tort Immunity Act, 745 ILCS 10/1-101, et seq., as amended. the Recreational Use of Land and Water Areas Act, 745 ILCS 65/1, et seq., and/or otherwise provided by law, it being agreed that all the civil immunities as set forth in such Acts, as amended, and/or as otherwise provided by law shall fully apply to any claims asserted or which might be asserted against the Landlord and/or the Tenant and/or their officials,officers,employees and/or agents as a result of this Lease or any actions of the parties pursuant to this Lease. Notwithstanding anything to the contrary in this Lease, it is agreed and understood that no third party beneficiaries are intended or shall be construed to be created by the provisions of this Lease and it is the intention of the parties hereto that no action may be commenced by any third party or entity against the Landlord and/or the Tenant and/or its officials,officers,employees,agents and/or other related persons or entities for monetary damages for any alleged breach or failure to provide services described in this Lease. The provisions of this section shall survive any expiration and/or termination of this Lease. 8 19. No Assignment or Subletting. (a) Tenant agrees not to assign or in any manner transfer this Lease or any estate or interest therein without the prior consent of Landlord, and not to sublet the Subject Buildings or the Subject Property or any part or parts thereof or allow anyone to come in with, through, or under it without like consent. It is understood and agreed that Landlord's consent hereunder (and wherever else in this Lease required, unless specifically provided to the contrary) may be arbitrarily withheld, notwithstanding any statutory or other provisions of law to the contrary. (b) Notwithstanding the foregoing, Tenant may, with the consent of the Landlord, which consent shall not be unreasonably withheld, conditioned or delayed, sublease portions(but not all) of the Subject Property to other not-for-profit organizations for accessory uses to the Charter School Use that may complement the Charter School Use of Tenant. Tenant may also,with the consent of the Landlord,which consent shall not unreasonably withheld, conditioned or delayed, sublease portions(but not all)of the Subject Property to other not- for-profit organizations for non-accessory uses that may complement the Charter School Use of Tenant, provided, however. Landlord's consent thereto may include, but not be limited to, a condition that the Tenant share with the Landlord the rent for any such subleases and such condition shall not be deemed unreasonable. No sublease shall be entered into which would result in the Subject Property losing its exemption from real estate taxation or otherwise result in the Subject Property being levied, charged and/or assessed real estate taxes or leasehold taxes. 20. Waste and Nuisance. Tenant shall not commit or suffer to be committed any waste upon the Subject Buildings or the Subject Property or any nuisance or other act or thing which may disturb the quiet enjoyment of any other Tenant in the Subject Buildings or the Subject Property. Tenant shall not use or permit to be used any medium that might constitute a nuisance, such as loudspeakers, sound amplifiers, phonographs, radios, televisions, or any other sound producing device which will carry sound outside the Subject Buildings. 21. Damage to Subject Property: Restoration or Termination. (a) In the event that a Subject Building is materially damaged or destroyed by fire or casualty actually insured against in Landlord's all risk insurance policy, Landlord shall, at its expense, cause same to be repaired or reconstructed to substantially the same condition as it existed immediately prior to such damage or destruction, provided, however, Landlord shall not be required to spend amounts in excess of 100% of the insurance proceeds made available to Landlord (hereinafter, "Restoration"). Notwithstanding anything to the contrary herein, the Tenant shall be required to reimburse the Landlord in an amount not to exceed twenty-five thousand dollars ($25,000) for any property insurance deductible payable by Landlord if Landlord does repair and reconstruct the Subject Building. Tenant shall permit Landlord and its contractors to have free access to the Subject Property to perform such Restoration work. Landlord shall provide for such a Restoration with due diligence and as soon as 9 is reasonably practicable, subject, however to (i) reasonable delays for insurance adjustments and (ii) delays caused by forces beyond Landlord's reasonable control (collectively "Reasonable Delays"). If based on the estimate of Landlord's architect or contractor it will take Landlord more than twelve months to complete a Restoration of a Subject Building to a tenable condition. Tenant may (i) grant to Landlord such additional time as Landlord may reasonably require to complete such Restoration of the Subject Building to a tenable condition or(ii)elect to terminate this Lease as to the entire Premises or just as to the damaged Subject Building upon ninety (90) days written notice to the Landlord, which must be exercised by written notification to the Landlord within thirty (30) days after receipt of Landlord's notice regarding the estimate of the time required to complete the Restoration. (b) In the event a Subject Building is materially damaged or destroyed so as to render it unusable without substantial repair or reconstruction,and the cause or casualty thereof is not insured against in Landlord's all risk policy,or the cost of Restoration otherwise exceeds the amount of available insurance proceeds, then unless the Tenant agrees to pay the cost of restoration, the Landlord may decline to make such repair and restoration, and in such event Tenant shall have the option, exercisable within 90 days of Tenant's receipt from Landlord of Landlord's notice that it declines to make restoration pursuant to this Section 21(b), to terminate this Lease in its entirety or just as to the damaged Subject Building. If Landlord does not make a repair or restoration of a damaged Subject Building pursuant to this Section 21(b), but this Lease is not terminated in its entirety, then Landlord shall cause the damaged Subject Building to be demolished and the former site of such Subject Building returned to a clean and safe condition. (c) All insurance proceeds from Landlord's all risk insurance policy,or any other insurance policy of the Landlord, shall be the property of the Landlord. 22. Right of First Refusal. In the event Landlord receives an offer acceptable to Landlord, at any time or times during the term of this Lease,for the purchase of the Subject Property or any part thereof("Purchase Offer'), then(i)the Landlord, prior to acceptance thereof, shall give the Tenant written notice thereof and a copy of said Purchase Offer including the name and address of the proposed purchaser, and (ii) Tenant shall have the option and right ("Right of First Refusal") to purchase the portion of the Subject Property that is the subject of the Purchase Offer on the same terms and conditions as are contained in the Purchase Offer, subject to the following: (a) Tenant shall have ninety (90) days from its receipt of the Purchase Offer within which to exercise the Right of First Refusal; (b) Closing under the exercised Right of First Refusal shall be not later than one hundred eighty (180) days from Tenant's receipt of the Purchase Offer, (c) The price to be paid by Tenant(the"Tenant's Acquisition Price"), if it shall exercise the Right of First Refusal shall be(i)the price stated in the Purchase Offer less(ii)the amount of Tenant's Unamortized Capital Improvements, but in no event shall the Tenant's 10 Acquisition Price be less than One Million Dollars ($1,000,000.00). As used herein, the phrase "Tenant's Unamortized Capital Improvements" shall mean the aggregate of all capital improvements, if any, made by Tenant to the Subject Property amortized on a straight-line basis over thirty (30) years. The amortization period for any such Capital Improvement shall begin on the first day of the five year term of this Lease in which such Capital Improvement was made by Tenant to the Subject Property regardless of the actual date such Capital Improvement was made. For the purposes of example and clarification, a Capital Improvement made by Tenant to the Subject Property on May 15. 2021, shall have an amortization period beginning on the Commencement Date of the Initial Term of April 1. 2018. For the purposes of further clarification and example, a Capital Improvement made the Tenant to the Subject Property on August 15, 2030, shall have an amortization period beginning on the first date of the then current five year term being July 1. 2028. An improvement shall be deemed "Capital Improvement" if it is to be treated as such through the application of generally accepted accounting principles ("GAAP"). Tenant shall make available to Landlord its records substantiating any Unamortized Capital Improvements claimed by Tenant. Tenant's failure at any time to exercise this Right of First Refusal under this Section 22 shall not affect this Lease or alter or diminish the Tenant's other rights hereunder. 23. Eminent Domain. (a) If the whole of the Subject Property hereby leased shall be taken by any public authority under the power of eminent domain,or by deed in lieu thereof,then the term of this Lease shall cease as of the day possession shall be taken by such public authority and the Rent and other charges due hereunder, shall be paid up to that day with a proportionate refund by Landlord of such rent as may have been paid in advance for a period subsequent to the date of the taking. (b) If less than the whole of the Subject Property shall be taken under eminent domain, Landlord shall have the right either to terminate this Lease and declare same void, or require Tenant to continue in the possession of the remainder of the Subject Property if such can reasonably be accomplished. Landlord shall notify Tenant in writing within twenty (20) days after such taking of Landlord's intention. If the Tenant is to remain in possession,all of the terms herein provided shall continue in effect. (c) All damages awarded for such taking under the power of eminent domain, whether for the whole or a part of the Subject Property, shall belong to and be the property of Landlord whether such damages shall be awarded as compensation for diminution in value to the leasehold or to the fee of the Subject Property. (d) Additionally, the Tenant may pursue its own claims for damages with the appropriate government authority so long as same does not interfere with, or in any manner diminish, the award of Landlord. 11 24. Default of the Tenant. (a) Definition of Event of Default. Each of the following shall be deemed an event of default: (i) Tenant's failure to make payment of rent or other charges as provided in this Lease; (ii) Tenant's failure to perform any of the covenants, terms, conditions, or provisions of this Lease; (iii) if a petition is filed by or against Tenant for relief under the bankruptcy laws, or Tenant shall make an assignment for the benefit of creditors, or if a receiver of any property of the Tenant be appointed in any action,suit,or proceeding by or against Tenant. or if Tenant shall admit that it is insolvent, or it is generally not paying its debts as such debts become due. or if the interest of Tenant in the Subject Property shall be sold under execution or other legal process, or if Tenant shall abandon the Subject Property; (iv) Tenant vacates or abandons the Subject Property; (v)this Lease or the Subject Property or any part of the Subject Property are taken upon execution or by other process of law directed against Tenant, or are taken upon or subject to any attachment at the instance of any creditor or claimant against Tenant, and the attachment is not discharged or disposed of within thirty(30)days after its levy; (vi)Tenant is dissolved. Upon the occurrence of an event of default, Landlord shall have the right to terminate the Lease and shall be entitled to possession of the Subject Buildings and the Subject Property. Landlord may make its election to terminate known to Tenant by delivery of a notice of termination. Such termination shall be immediately effective and Landlord shall be entitled to forthwith commence an action in summary proceedings to recover possession of the Subject Property, but such termination shall not terminate Tenant's liabilities hereunder. Tenant waives all notice in connection with such termination, including by way of illustration,but not limitation, notice of intent to terminate, demand for possession or payment,and notice of re-entry. No receipt of money by the Landlord from the Tenant after the termination of this Lease shall reinstate,continue, or extend the term, nor affect or waive any notice given by the Landlord to the Tenant prior to such receipt of money. (b) Right to Re-Enter. If the event of default is for the nonpayment of rent, Landlord may, as an alternative to terminating the Lease, serve a notice for possession or payment. Unless the rent,additional rent,and any other amounts due under this Lease are paid in accordance with the demand for possession or payment, Landlord shall be entitled to possession of the Subject Buildings and the Subject Property and Tenant shall have no further right to possession under the Lease,but Tenant shall not be relieved of any of its liability hereunder. Tenant shall remain liable to Landlord for the payment of all rent and other charges which Tenant has agreed to pay under this Lease throughout the remainder of its term. Should Landlord elect to re-enter,as herein provided,it may from time to time,without terminating this Lease, make such alterations and repairs as may be necessary in order to relet the Subject Property, and relet said Subject Property or any part thereof for such term or terms (which may be for a term extending beyond the term of this Lease) and at such rental or rentals and upon such other terms and conditions as Landlord in its sole discretion may deem advisable. Notwithstanding anything herein to the contrary, Landlord may, without demand or notice, re-enter and take possession of the Subject Buildings and the Subject Property or any part of the Subject Property, repossess the same, expel Tenant and those claiming through or under Tenant, and remove the effects of both or either, using such force for such purposes as may be necessary, without being liable for prosecution, without being deemed guilty of any manner of trespass, and without prejudice to any remedies for 12 arrears of amounts payable under this Lease or as a result of any preceding breach of covenants or conditions. (c) Notice of Default: Right to Cure. The Landlord and Tenant agree that, in the event of a default by the other party, the other party shall, prior to taking any such actions as may be available to it,provide written notice to the defaulting party stating that they are giving the defaulting party thirty (30)days within which to cure such default. If the default shall not be cured within the thirty(30)day period aforesaid, then the party giving such notice shall be permitted to avail itself of remedies to which it may be entitled under this Lease or allowed by law. Notwithstanding the foregoing, if the nature of the default is other than for the nonpayment of rent or other monies due from the Tenant to the Landlord,and if the nature of the default is such that it cannot reasonably be completely cured within thirty(30) days, then so long as the party in default commences such cure within thirty(30)days and thereafter diligently pursues the completion of such cure in good faith, then the party not in default shall not to seek to enforce any remedies against said party in default. (d) Other Remedies. The Landlord's rights, remedies, and benefits provided by this Lease shall be cumulative, and shall not be exclusive of any other rights, remedies and benefits allowed by law. (e) Estoppel. The parties agree that they shall rely solely upon the terms of this Lease to govern their relationship. They further agree that reliance upon any representation, act, or omission outside the terms of this Lease shall be deemed unreasonable, and shall not establish any rights or obligations on the part of either party. (f) Independent Covenant. Notwithstanding anything to the contrary, Tenant acknowledges and agrees that its obligation to pay rent under this Lease is an independent covenant, and that such obligation to pay rent is not subject to set-off or recoupment in connection with any action for summary proceedings to recover possession of the Subject Property. 25. Leasehold Mortgage. Tenant expects to obtain financing from a commercial lender,and further expects such commercial lender to require a so-called "Leasehold Mortgage" as to Tenant's leasehold interest in the Subject Property arising under this lease as security for the funds that it will be advancing to Tenant. Until such lender is identified, the specific requirements of the lender as to such Leasehold Mortgage will not be known. At the request of Tenant, and provided Tenant is not otherwise in default,the Landlord will not unreasonably withhold, condition or delay its consent to such a Leasehold Mortgage as may be reasonably requested by Tenant's commercial lender(s) in order to support the creation of a commercially reasonable Leasehold Mortgage, provided that such Leasehold Mortgage does not conflict with the material terms of this Lease or materially diminish the covenants and obligations of the Tenant hereunder. 26. Bankruptcy or Insolvency. In the event that a trustee is appointed for Tenant or by Tenant as Debtor-in-Possession, Tenant is liquidated or files a subsequent petition for reorganization or adjustment of debts under the Bankruptcy Code,Tenant be adjudicated a bankrupt, insolvent,or placed in receivership,or should 13 any proceedings be instituted by or against the Tenant for bankruptcy, insolvency, receivership, agreement of composition, or assignment for the benefit of creditors, or if this Lease or the estate of the Tenant hereunder shall pass to another by virtue of any court proceedings,writ of execution, levy, sale or by operation of law, then, and in any of such events, Landlord may, at its option, terminate this Lease and all rights of Tenant hereunder, by giving five (5) days' Notice of its election to so terminate to Tenant, or to any trustee, receiver, assignee, or other person in charge of or acting as custodian of the assets or property of the Tenant. Upon the giving of such Notice, this Lease and the term hereof shall end on the date fixed in such Notice,or if no such date is fixed, five (5) days following the proper dispatch of such Notice, and the Landlord shall have the right to remove all persons, goods, fixtures, and chattels from the Subject Buildings and the Subject Property by force or otherwise, without liability for damages, and all the other rights permitted under this Lease in the event of a default. 27. Access by Landlord. (a) Landlord or Landlord's agent shall have the right to enter the Subject Buildings and the Subject Property at all reasonable times during Tenant's normal business hours to examine same, and to show them to prospective purchasers, lessees or mortgagees, and to make such repairs, alterations, improvements, or additions as Landlord may deem necessary or desirable. (b) The Landlord further reserves and retains a right-of-access through the Subject Property for the Landlord and its invitees to access the Landlord's remaining property adjacent to the Subject Property and for the Landlord. the Kane County Forest Preserve District and the public to access the Kane County Forest Preserve District property westerly and adjacent to the Premises; provided that, in each case, such access shall be accomplished solely through the use of that driveway labeled"Common Access Drive"on the"Easement Map" attached hereto as Exhibit C. 28. Surrender. (a) At the expiration or earlier termination of this Lease, the Tenant shall at Tenant's expense remove all of Tenant's personal property and those improvements made by Tenant which have not become the property of the Landlord, including trade fixtures, cabinet work, furniture and equipment; repair all injury done by or in connection with the installation or removal of the property improvements; and surrender the Subject Property and the Subject Buildings in as good condition as they were at the beginning of the term of this Lease, reasonably wear and tear, and damage by fire or other insurable causes excepted. (b) All property of the Tenant remaining on the Subject Property after the last day of the term of this Lease shall be conclusively deemed abandoned and may be removed by the Landlord, and Tenant shall reimburse Landlord for the costs of such removal. Landlord may have any such property stored at Tenant's risk and expense. 29. Miscellaneous. (a) Contingency for Approval of Charter School. This Lease is subject to and contingent upon the Tenant obtaining approval of the charter school for the Subject Property from 14 Illinois State Charter School Commission. In the event the Tenant does not obtain the approval of the charter school for the Subject Property by December 1, 2017, then either party may terminate this Lease by written notice to the other party, whereupon this Lease shall be null and void. In the event the approval of a charter school for the Subject Property is terminated as provided by law, either party shall have the right to terminate this Lease on not less than one hundred and eighty(180)days prior notice to the other party. (b) Waiver. One or more waivers of any covenant,term, condition, or provision of the Lease by either party shall not be construed as a waiver of a subsequent breach of the same covenant, term, condition, or provision, and the consent or approval by Landlord to or of any act by Tenant requiring Landlord's consent or approval shall not be deemed a waiver of Landlord's consent or approval to or of any subsequent similar act by Tenant.No breach of a covenant, term, condition, or provision of this Lease shall be deemed to have been waived by Landlord, unless such waiver(i) is in writing signed by Landlord, (ii)identifies the breach, and (iii) expressly states that it is a waiver of the identified breach. (c) No Partnership. Nothing contained in this Lease shall be deemed or construed by the parties hereto, nor by any third party, as creating the relationship of principal and agent or of partnership or of joint venture between the parties hereto. (d) No Personal Liability. No official,officer. employee or agent of the Landlord or Tenant shall be charged personally or held contractual liable under any term or provision of this Lease, or because of their execution, approval or tempted execution of this Lease. (e) Construction. Whenever herein the singular number is used, the same shall include the plural, and the masculine gender shall include the feminine and neuter genders. The captions, section numbers, article numbers, and index appearing 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 sections or articles of this Lease nor in any way affect this Lease. (f) Notice.Any notice, demand, request,consent,approval,or other instrument which may be or is required to be given under this Lease shall be sent by overnight courier or United States certified mail return receipt requested,postage prepaid,and shall be addressed to the addresses and persons set forth hereunder: Elgin Charter School Initiative (a/k/a Elgin Math and Science Academy) Attention: Kerry Kelly, Esq. 17 Douglas Avenue Elgin, Illinois 60120 With a Copy of Any Such Notice To: Bazos, Freeman, Schuster& Braithwaite, LLC Attn: Peter C. Bazos,Esq. 1250 Larkin Avenue, Suite 100 Elgin, Illinois 60123 15 City of Elgin City Manager 150 Dexter Court Elgin, Illinois 60120 With a Copy of Any Such Notice To: Corporation Counsel City of Elgin 150 Dexter Court Elgin, Illinois 60120 The above addresses and facsimile numbers may be changed by notice to the other party; provided that no notice of a change of address shall be effective until actual receipt of such notice. Notice on behalf of any party may be given by such party or its counsel. (g) Recording.Tenant shall not record this Lease without the consent of Landlord,which may be withheld for any reason whatsoever, in Landlord's absolute discretion. However, a memorandum of this Lease in the form attached hereto as Exhibit D shall, at the request of the Tenant, be executed by the parties and recorded at Tenant's expense (h) Governing Law. This agreement shall be subject to and governed by the laws of the State of Illinois. Venue for the resolution of any disputes or the enforcement of any rights pursuant to this agreement shall be in the Circuit Court of Kane County, Illinois. (i) Severability. If any provision of this Lease or the application thereof to any person or circumstances shall,to any extent, be invalid or unenforceable, the remainder of this Lease shal I not be affected thereby and each provision of the Lease shall be valid and enforceable to the fullest extent permitted by law, and the remaining provisions of this Lease shall be interpreted so as to nearly as possible conform to the intent of the parties as indicated in this Lease. (j) Tax Exempt Status. Tenant hereby warrants and represents that it has procured tax status of a tax exempt organization as defined by the Internal Revenue Service Code Section 501 C(3). Tenant shall notify the Landlord in writing within thirty(30)days of any change in the Tenant's tax status. (k) No Discrimination. Tenant shall not discriminate on the basis of race, color,religion, sex or national origin in the use of the Subject Property. (1) Joint and Collective Work Product. This Lease is and shall be deemed and construed to be a joint and collective work product of the Landlord and Tenant and, as such,this Lease shall not be construed against either party, as the otherwise purported drafter of same, by any court of competent jurisdiction in an order to resolve any inconsistencies, ambiguity, vagueness or conflict. if any, in the terms or provisions contained herein. (m)Liens and Encumbrances. Tenant shall not permit any mechanics lien or liens or encumbrances of any kind whatsoever to be placed upon the Subject Buildings or the 16 Subject Property in connection with any labor material performed or provided to the Subject Buildings or the Subject Property at the direction of the Tenant. (n) Compliance with Laws. Notwithstanding any other provision of this Lease,it is expressly agreed and understood that in connection with the Lease and occupancy of the Subject Property and the Subject Buildings the Tenant shall comply with all applicable federal, state, city and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing,the Tenant hereby certifies,represents and warrants to the Landlord that all of Tenant's employees and/or agents who will be providing products and/or services with respect to this Lease shall be legal residents of the United States. The Tenant shall also at its expense secure all permits and licenses, pay all charges and fees and give all notices necessary and incident to the due and lawful conducting of the school use of the Subject Property and the performance of any work Tenant is authorized to perform in the Subject Buildings on the Subject Property. The Landlord shall have the right audit any records in the possession or control of the Tenant to determine Tenant's compliance with provisions of this section. In the event the Landlord proceeds with such an audit, the Tenant shall make available to the Landlord the Tenant's relevant records at no cost to the Landlord. (o) Conservation Easement. Tenant shall not do or suffer anything to be done on the Subject Property which would be in violation of the conservation easement on the Subject Property, as amended, such conservation easement having previously been recorded on January 2, 2014, as document number 2014K000200. (p) Brokers. Tenant represents to Landlord that Tenant did not involve any broker in procuring this Lease. (q) Captions. The captions of sections and subsections of this Lease are convenience only and shall not be deemed to limit, construe, affect or alter the meaning of such sections or subsections. (r) No encumbrances. Except pursuant to an authorized Leasehold Mortgage pursuant to Section 25 hereof, Tenant shall not mortgage,pledge, or encumber this Lease, in whole or in part. (s) Rate of Fire Insurance. Tenant shall not do or suffer anything to be done on the Subject Property or in the Subject Buildings which will cause an increase in the rate of fire insurance on the Subject Property or on the Subject Buildings. (t) Real Estate or Leasehold Taxes. The parties anticipate that the Subject Property will continue to be exempt from real estate taxation because it is (i) owned by a municipality and (ii) leased to a tax exempt entity and used for public educational purposes. Landlord will reasonably cooperate with Tenant in applying for any real estate tax exemption that may be required. Tenant shall be required to pay any real estate taxes, any leasehold taxes or other taxes which may be levied, charged and/or assessed upon or against the Subject Property during the term of the Lease, and Tenant shall also pay all interest and penalties imposed upon the late payment of any obligation under this Section, provided, however, 17 that Tenant shall have the right to terminate the Lease on not less than one hundred eighty (180) days prior notice to the Landlord if the Subject Property becomes subject to real estate taxation. (u) Counterparts and Execution. This Lease may be executed in several counterparts. all of which shall be an original and all of which shall constitute but one in the same agreement. Each person signing this Lease hereby warrants,states and covenants that he or she has the authority to execute this Lease on behalf of the party whom he or she represents. (v) As Is Condition. Landlord has made no warranty, express, implied or with regard to suitability for a particular purpose of the Subject Buildings, the Subject Property nor any fixture nor equipment subject to this Lease. (w)Existing Silo Structure. Notwithstanding anything to the contrary in this Lease, the existing silo structure on the Subject Property which is located on the Premises is not being leased to the Tenant and is not part of or included within this Lease Agreement. The Landlord reserves and retains the right of access through the Subject Property and in the area surrounding the existing silo structure for the Landlord and its employees and agents to access the silo structure to perform any maintenance, repairs, alterations, removal or demolition to such silo structure as deemed necessary or appropriate by the Landlord. 30. Environmental Matters. (a) Landlord expressly disclaims any warranty regarding the presence or absence of any environmental hazard on, upon, beneath or within the Subject Buildings or the Subject Property to include the presence of asbestos or other material. Landlord represents that except as provided in the April 15, 2013 environmental due diligence review of Natural Resource Technology Environmental Consultants; the EPS Environmental Services, Inc.. April 11, 2013, underground storage tank systems closure report, 1600 Dundee Avenue, Elgin, IL; the Pepper Environmental Technologies, Inc., August 4, 2011, correspondence to Fox River Country Day School (asbestos letter report); the Pepper Environmental Technologies, Inc., March 25, 2013, e-mail correspondence Mike Grant to John Nardozzi; the Pioneer Environmental Services, LLC, October 9, 2012, Phase I Environmental Site Assessment Fox River Country Day School Campus; and the Pioneer Environmental Services, LLC, December 18, 2012 soil testing report, Fox River Country Day School Campus (copies of all of the foregoing having previously been provided by the Landlord to the Tenant), Landlord has received no other written notice asserting the existence of on the Subject Property a Recognized Environmental Condition (as defined in Section 1.1.1 of the ASTM E1527 - 05 Standard Practice for Environmental Site Assessments: Phase I Environmental Site Assessment Process ("REC")). Landlord further represents that Landlord has.to its actual knowledge, not done anything to create on the Subject Property an REC. (b) Tenant will not keep or use or permit to be kept or used in or on the Subject Property or any place contiguous thereto any flammable fluids, hazardous substances, explosives or space heaters. For the purpose of clarification, the foregoing provision shall not prohibit Tenant from utilizing substances and materials which are customarily and reasonably used 18 in connection with and for educational purposes for grades kindergarten through eighth grade. (c) For purposes of this Lease, (a) "hazardous substances" are those substances defined as toxic or hazardous substances, pollutants, or wastes by Environmental Law and the following substances: gasoline, kerosene, other flammable or toxic petroleum products, toxic pesticides and herbicides, volatile solvents, materials containing asbestos or formaldehyde,and radioactive materials,(b)"Environmental Law"means federal laws and laws of the jurisdiction where the Subject Property is located that relate to health,safety or environmental protection: (c) "Environmental Cleanup" includes any response action, remedial action, or removal action, as defined in Environmental Law. and (d) an "Environmental Condition" means a condition that can cause, contribute to, or otherwise trigger an Environmental Cleanup. (d) Tenant shall not cause or permit the presence, use, disposal, storage, or release of any hazardous substances,or threaten to release any hazardous substances,on or in the Subject Property or the Subject Buildings. Tenant shall not do, nor allow anyone else to do, anything affecting the Subject Property or the Subject Buildings (a) that is in violation of any Environmental Law, (b)which creates an Environmental Condition, or(c)which, due to the presence, use,or release of a hazardous substance,creates a condition that adversely affects the value of the Subject Property or the Subject Buildings. (e) Tenant shall promptly give Landlord written notice of(a)any investigation,claim,demand, lawsuit or other action by any governmental or regulatory agency or private party involving the Subject Property and any hazardous substance or Environmental Law of which Tenant has actual knowledge, (b) any Environmental Condition, including but not limited to, any spilling, leaking,discharge,release or threat of release of any hazardous substance,and(c) any condition caused by the presence, use or release of a hazardous substance which adversely affects the value of the Subject Property or the Subject Buildings. (f) If Tenant learns, or is notified by any governmental or regulatory authority, or any private party, that any removal or other remediation of any hazardous substance affecting the Subject Property or the Subject Buildings is necessary, Tenant shall promptly take all necessary remedial actions at its cost and in accordance with Environmental Law. Nothing in this Lease shall create any obligation on the Landlord for an environmental cleanup. (g) Notwithstanding the foregoing, nothing herein shall obligate the Tenant to clean up or remediate any hazardous substance or other environmental contamination exiting on the Subject Property prior to the Commencement Date of this Lease ("Preexisting Contamination"), and if any such Preexisting Contamination is discovered and must be remediated,then unless Landlord agrees to do so at its expense.Tenant shall have the right to terminate this Lease upon giving not less than one hundred eighty (180) days written notice of such termination to the Landlord. 31. Entire Agreement. This Lease and the Exhibits attached hereto and forming a part hereof, set forth all the covenants, promises, agreements, conditions, and understandings between Landlord and Tenant concerning 19 the Subject Property and there are no covenants, promises, agreements, conditions, or understandings,either oral or written,between them other than are herein set forth. No alteration, amendment, change, or addition to this Lease shall be binding upon Landlord or Tenant unless reduced to writing and signed by the party to be charged. IN WITNESS WHEREOF, Landlord and Tenant have signed this Lease as of the day and year first above written. LANDLORD: TENANT: CITY OF ELGIN, ELGIN CHARTER SCHOOL INITIATIVE an Illinois municipal corporation A/K/A ELGIN MATH AND SCIENCE ACADEMY CHARTER S OL By �4ABy Richard G. Koz , Ci anag MIts , � Atte City Clerk FALegal Dept\Agreement\Lease-Former Fox River CountnDS Property-1600 Dundee-clean-7-21-17.docx 20 EXHIBIT A Exhibit depicting portion of the eastern 19.066 acres being leased The legal description of such property being leased shall be prepared by a surveyor selected by the Landlord and inserted into this Exhibit A 21 `Private;Rd Administration BUilding Je .n• _.irfL f 0.� `fie w i+ d - . .. a o { - . IN. yt �' .2'.::r:+�•":ins`r, �E _2.::_ ,S ���_ �..., .i w.�»�.....�. - ..-.. 1..10111.0111111P , Pwwr .. ,n+. ,X-, �`' .. � - �. '.-.. �K t sat �:t.�`-�� •ii J-9Q NORTHWEST TLWY r .. � 90E8' -- :7 1. Former Fox River Country Day School Q Area of Lease ELGIN Elgin, Illinois �] Area not in Lease �c cm,v,ni wour� Map prepared by Cdy of E19m Deparknent of Community DevelopmeN February 2017 - EXHIBIT A 0— EXHIBIT B Site Plan of the Subject Property prepared by Allen+Pepa Architects dated March 2,2017 Depicting Subject Buildings 22 EXHIBIT B WESTVIEW DORM 2 STORIES FIRST FLOOR:4,929 SF SECOND FLOOR 4,029 SF OWC OOTTAOE 1 EfCIDN �• Sd068F 99OLTM HOUSE 1 slaRv WOOF ADMN.BUILDING . 2 STORIES BASEMENT:7,026 SF FIRST FLOOR:7,026 SF ND R 2 SECOND FLOOR SF 4 ATHLETIC BUL094G 2 STORIES .•• D"NG MALI BASEWNT:1,200 SF 1 STORY W. FIRST FLOOR:16,262 SF BASEMENT SECOND FLOOR:4,266 SF 4,912 SF unm MENDED OCG�ANCT ALLISON NEIL BUILDING O HALL ' 2 STORIES Q NOT USED 1 STORY aASEMENT:4,5W SF 3.202 SF FIRST FLOOR:20,472 SF SECOND FLOOR:1,235 SF 1 SITE PLAN ��' ""STORY STORY COTTAGE ,STORY 3.510 SF 324 SF 1" = 160'-0" 6 BATES FIELONOUSE 1 STORY 2,218 SF ELGIN MATH & SCIENCE CHARTER SCHOOL OF °'�" ALLEN PEPA ELGIN STUDIO, INC 011AWN MEP e16 HELGI B,WI SIeTEA /�,/-� 1 1600 DUNDEE AVE. ELGIN IL 60120 SDU7MELOIN1.eD1T A`1 oo• A M C H I E C T S ^�847 aes 7ooa F.e.7.e2e s.0 EXHIBIT C Easement Map Zl .77 71M r P,rivate,�Rd .o�; ,, %; rt, � ' Wr` ,= .'K ' • An �• r -�i rit? 7 Y •� rI P' � ,f.� [• a �gLijO ' i i/ v�, ° I AR kn . .ministration BuildingBrandt,pP ,. -� FA iif N. "'*! rf � ' _• �.. - 1 461 PF-Jw r f T • t•ar ^ ti '� — - - . , /, • �� �� �c ill �� _ MMWV* M • • • _ CJI __ _ -. __ ._ MMONORTHWEST TLWY z. n. 71 R4&p Former Fox River Country Day School Area of Lease ELGIN Elgin, Illinois Q Area not in Lease " r•x Map prepared by C•y of Elgin Departmern o1 Community Development June 2017 ® Common Access Drive PYPIRIT r EXHIBIT D Memorandum of Lease Agreement 24 EXHIBIT D THIS INSTRUMENT PREPARED BY AND RETURN TO: William A. Cogley Corporation Counsel City of Elgin 150 Dexter Ct. Elgin. Illinois 60120 THE ABOVE SPACE FOR RECORDER'S USE MEMORANDUM OF LEASE AGREEMENT This Memorandum of Lease Agreement is made and entered into as of July 26 , 2017, by and between the City of Elgin, an Illinois municipal corporation ("Landlord") and the Elgin Charter School Initiative, an Illinois not-for-profit corporation, doing business under the assumed name of Elgin Math and Science Academy Charter School ("Tenant"). 1. The Landlord and the Tenant have entered into a Lease Agreement dated July 26 2017 ("Lease Agreement") for the real estate legally described in Exhibit A attached hereto (the "Subject Property"). The Lease Agreement provides for the lease of the Subject Property from the Landlord to the Tenant. The Lease Agreement has an initial term of April 1, 2018 through June 30, 2023. The Lease Agreement further provides the Tenant five (5) options to renew the Lease Agreement for an additional five (5) year term each. The Lease Agreement also provides the Tenant a right of first refusal to purchase the Subject Property on the terms and conditions stated in the Lease Agreement. 2. This Memorandum of Lease Agreement was prepared, signed and acknowledged solely for recording purposes under the laws of the State of Illinois and is in no way intended to change, alter, modify, amend or in any way affects the rights, duties and obligations of the Landlord and the Tenant pursuant to the Lease Agreement. The Lease Agreement should be reviewed and consulted regarding the specific terms and provisions of the Lease Agreement. IN WITNESS WHEREOF, this Memorandum of Lease Agreement has been entered and executed as of the day and year first written above. [SIGNATURE PAGE FOLLOWS] CITY OF ELGIN, ELGIN CHARTER SCHOOL INITIATIVE an Illinois municipal corporation A/K/A ELGIN MATH AND SCIENCE AC E Y CHART R SCH L B !% By City Manager Its Att s City Clerk STATE OF ILLINOIS ) )ss COUNTY OF KANE ) 1, the undersigned, a notary public in enforce said county, in the state of foresaid, do hereby certify that Richard G. Kozal ' City Manager and Kimberly A. Dewis , City Clerk, personally known to me to be the same persons whose names are subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that they signed and delivered the said instrument as their free and voluntary act for the uses and purposes therein set forth. Given under my hand and official seal this 26th day of July , 20 17. -OMCLAL SEW Notary Public BAPMM E FORMAN Notary Puhtic.SID at Mala STATE OF ILLINOIS ) W Co mIkI*n E)#w 081 8119 )ss COUNTY OF KANE ) 1, the undersi ed, notary public in enforce said county, in the state of foresaid, do hereby certify that eU'I n 1-4<< ,_Pitt S iof the Elgin Charter School Initiative, an Illinois not-for-pro corporation, personally known to me to be the same person whose name is subscribed to theloregoing instrument,appeared before me this day in person and acknowledged that he/she signed and delivered the said instrument as his/her free and voluntary act for the uses and purposes therein set forth. n under 1n ha official seal this (o day of -JJ , 20J'�. A- A Ld2' Notar Public -2- OFFICIAL SEAL RICH !_ JACOBS NOTARY PUBLIC--STATE OF ILLINOIS MY COMMISSION EXPIRI-S MAY 14,2020 EXHIBIT A LEGAL DESCRIPTION OF THE SUBJECT PROPERTY -3-