The GLOBE Academy Inc. Lease July 2023_DRAFT (1) - September 11, 2023 - DCSD Board Meeting Archive

FACILITIES LEASE
for
LOCAL CHARTER SCHOOL

This School Facilities Lease (“Lease”) is made and entered into as of July, 1 2023 (“Effective
Date”) by and between the DeKalb County Board of Education (“Landlord” or “District”) and The
GLOBE Academy, Inc., a Georgia non-profit corporation (“Tenant”).
WHEREAS, Landlord is the owner of the land and buildings at 2225 Heritage Drive N.E.
Atlanta, Georgia, 30345, DeKalb County, Georgia, commonly known as the Heritage School
(“Premises”), Tax Parcel No. 18.205.01.097.
WHEREAS, Tenant is Georgia non-profit corporation that operates a locally-chartered school
by that Charter for The Globe Academy between The Globe Academy, Inc. and the DeKalb County
Board of Education dated June 2, 2023 (“Charter”).

WHEREAS, Landlord seeks to lease the Premises to Tenant and Tenant seeks to lease such
Premises from Landlord upon the terms and conditions detailed below.

ARTICLE I
DEMISE OF PREMISES

a. For and in consideration of the covenants and agreements contained herein and other
valuable consideration, Landlord shall lease to Tenant, upon the following terms and
conditions, the Premises. The Premises shall include all improvements, fixtures, and
appurtenances on and to the land and buildings.
b. Tenant accepts the Premises in its "AS IS, WHERE IS" condition, "WITH ALL FAULTS,"
and without any warranties or representations (express or implied) whatsoever and
Landlord shall have no obligation to perform any improvements to the Premises or to
provide any allowance in connection therewith. The taking of possession of any portion of
the Premises by Tenant shall be conclusive evidence that Tenant has inspected the
Premises and accepts the same "as is" and that the Premises are in good and satisfactory
condition for Tenant's use.
c. All personal property brought into the Premises by Tenant, its employees, licensees and
invitees shall be at the sole risk of Tenant. Landlord shall not be liable for theft thereof or
for any damages thereto, such theft or damage being the sole responsibility of Tenant.

ARTICLE II
INSPECTION PERIOD

Provided Tenant is not already a tenant of the Premises as of the Effective Date, Tenant shall
have a period of ninety (90) days from the Effective Date (such period referred to as the

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"Inspection Period") in which to conduct with respect to the Premises whatever tests,
investigations, and inspections Tenant may deem appropriate in connection with Tenant's intended
use; provided, however, that Tenant shall restore the Premises to the condition in which it existed
prior to such testing in the event Tenant should terminate this Lease for any reason prior to the
Commencement Date. Tenant may terminate this Lease for any reason or no reason at all without
penalty at any time prior to the expiration of the Inspection Period upon delivery of written notice
of the same to Landlord. Upon such timely termination, neither party shall thereafter have any
obligations hereunder (except for the foregoing obligation on the part of Tenant to restore the
Premises, which obligation shall expressly survive such termination).

ARTICLE III
RENT AND TERM

a. Rent. Tenant shall pay to Landlord rent of One and no Dollars ($1.00) per year. Such rent is
due on the Commencement Date and shall be paid yearly on the anniversary of such
Commencement Date.
b. Term. The initial term of this Lease shall be the term of the Charter (the "Initial Term") and
shall commence on July 1, 2023 (the "Commencement Date") and expire on June 30, 2028
(the "Initial Term Expiration Date"), unless extended as hereinafter provided for.
c. Extension Options. Tenant shall have one (1) option to extend the Lease (such option being
herein referred to as an "Extension Option") upon renewal of its current Charter as a local
charter for the same length of time as the term of the Charter renewal (the "Extension Term").
Provided Tenant is not then in default of any term or condition of this Lease (beyond any
applicable notice and cure period), Tenant may exercise the Extension Option by delivering
written notice to Landlord no less than three hundred sixty five (365) days prior to the
expiration of the then-current Initial Term. Should Tenant elect not to extend the term of this
Lease, the term of this Lease shall terminate and expire upon the expiration of the then-current
Initial Term. If the Extension Options is exercised, the term of this Lease shall be automatically
extended for the applicable Extension Term, upon all of the same terms, conditions and
covenants as set forth herein, without the requirement of any further instrument to evidence
such extension.

ARTICLE IV
CONTINGENCIES AND TERMINATION

a. The Lease is contingent upon Tenant obtaining and maintaining the Charter.
b. The Lease is further contingent upon Tenant obtaining the proper Site Approval, Architectural
Review and School Code Approval in coordination with the Georgia Department of
Education’s Facilities Services Division.
c. In the event the Charter is terminated, expires or is revoked for any reason, this Lease shall
automatically terminate as of the date of termination, expiration or revocation.
d. Landlord may terminate this Lease at any time during the Initial or Extension Term upon at
least eighteen (18) months' advance written notice to Tenant provided that that Premises is no
longer defined as “unused facilities” pursuant to O.C.G.A. § 20-2-2068.2 because the Premises
has been included in the District’s five-year educational facilities plan.
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e. Landlord may terminate this Lease at any time should Tenant breach any material term of the
Lease, which breach is not cured within thirty (30) days following Tenant's receipt of written
notice of the same (or, if such failure cannot be corrected within such thirty (30) day period,
if Tenant does not commence to correct such default within said thirty (30) day period and
thereafter diligently prosecute the correction of same to completion within a reasonable time).
f. Tenant may terminate this Lease at any time by delivering eighteen (18) months' advance
written notice to Landlord.

ARTICLE V
USE AND OCCUPANCY

a. Tenant may use the Premises for operation of a public charter school in accordance with its
local Charter and all uses incidental thereto, provided that the primary use is for an educational
purpose (the "Permitted Use"). Notwithstanding the foregoing, Tenant may use or allow the
use of the Premises for occasional educational-related purposes so long as such non-
educational purposes are ancillary to, and not in lieu of, the Permitted Use.
b. Tenant shall not at any time use or occupy, or suffer or permit anyone to use or occupy, the
Premises or do or permit anything to be done in the Premises which: (a) causes or is liable to
cause injury to persons, to the Premises, the Building, or its equipment, facilities or systems;
(b) impairs the character, reputation or appearance of the Premises; or (c) impairs the proper
and economic maintenance, operation and repair of the Premises or its equipment, facilities or
systems.
c. The Tenant agrees, prior to students occupying any building or facility on the Premises, to
obtain a Certificate of Occupancy from the local jurisdiction for such facility.
d. Tenant shall comply with the terms of the Charter, the Charter Schools Act of 1998, and any
rules, regulations, policies or procedures established by the State Board of Education
consistent with the Charter Schools Act. A copy of the Charter is affixed hereto as Exhibit
“A.”

ARTICLE VI
OPERATING EXPENSES AND MAINTENANCE

a. Expenses. Tenant shall pay all expenses relating to the operation and maintenance of the
Premises throughout the Term. The parties expressly acknowledge and agree that Tenant's
covenant to maintain the Premises as contained in this Article is good, valid and sufficient
consideration for the granting of the leasehold estate by Landlord to Tenant.
b. Maintenance. Tenant shall keep the Premises in good, clean and habitable condition and shall
at its sole cost and expense keep the Premises free of insects, rodents, vermin and other pests
and make all repairs and replacements of every kind in connection with Tenant's use of the
Premises. Without limiting the coverage of the previous sentence, it is understood that
Tenant's obligations with respect to the maintenance and repair of the Premises include the
repair and replacement of all lighting, heating, air conditioning, glass, electrical, mechanical,
plumbing, sewer, fixtures, ducts, conduits and pipes that serve the Premises exclusively to the
extent located within the Premises. In addition, Tenant shall maintain in good condition
(including repairs and replacements) the heating, ventilating and air conditioning equipment,

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lines and ducts exclusively serving the Premises, whether located inside or outside the
Premises. Tenant shall maintain a service contract for the regular seasonal maintenance of
the air conditioning and heating equipment with a reputable contractor at all times during the
Term.
c. Improvements. Tenant shall have the right to (i) renovate the Premises (including the existing
building( s) and all improvements related or ancillary thereto), (ii) erect or install upon the
Premises one or more modular buildings, (iii) install and connect all utility services as may
be necessary, (iv) install fencing and signage, and (v) alter and change the landscaping, grassed
areas and paved surfaces located upon the Premises so as to optimize the functionality of the
Premises for the Permitted Use. All such installations, improvements and modifications shall
be at Tenant's sole expense and subject to applicable local, state and federal law or code.
All permanent improvements made by Tenant shall remain with the Premises following the
expiration or earlier termination hereof; however, Tenant may remove any of its trade
fixtures, furniture, and equipment. Tenant shall promptly pay when due the entire cost of all
work done by it to the Premises and shall keep the Premises free of liens for labor or materials.
Should mechanics', materialmen's or other similar liens be filed against the Premises by
reason of the acts of either party hereto, such party shall cause the lien to be canceled
and discharged of record by bond or otherwise within thirty (30) days of receiving actual
notice of such lien.
d. Procurement Procedures. Tenant agrees to follow the rules for meeting Public Works
Construction bidding requirements as set forth in Georgia code and/or State Board Rules
pursuant to the Georgia Local Government Public Works Construction Law (O.C.G.A. § 36-
91-1, et seq.).
e. Facilities Grants. Tenant agrees to follow all applicable local, state and federal laws and
regulations regarding any grants received by Tenant for improvements to the Premises.

ARTICLE VII
INSURANCE

a. Insurance. From and after the earlier of (i) Tenant's entrance upon the Premises to commence
renovations or (ii) the Commencement Date, Tenant shall carry commercially reasonable
general commercial liability and property insurance with respect to the Premises and Tenant's
operations therein. Landlord's specific insurance requirements are attached hereto as Exhibit
18, DCSD Assurances and Required Statements, p. 7 through 10. Landlord must be named as
an additional insured on all such policies. If either party carries all-risk or other property
insurance, then such policy shall contain a waiver of subrogation in favor of the other party,
as herein below set forth. All such insurance coverages may be carried under "blanket" or
"umbrella" policies from insurers licensed in the State of Georgia.
b. Mutual Release and Waiver of Subrogation. Landlord and Tenant hereby release each
other and anyone claiming through or under the other by way of subrogation from any
and all liability for any loss of or damage to property, whether caused by the negligence
or fault of the other party, to the extent of any recovery made by the parties hereto for
such loss or damage under any all-risk or other property insurance policy now or
hereafter issued covering the Premises. In addition, Landlord and Tenant shall cause
each such insurance policy carried by them insuring the Premises or the contents
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thereof, to be written to provide that the insurer waives all rights of recovery by way
of subrogation against the other party hereto in connection with any loss or damage
covered by the policy. The provisions of this Section shall survive the expiration or earlier
termination of this Lease for a period of two (2) years.

ARTICLE VIII
EMINENT DOMAIN

a. Condemnation. If during the Term hereof, all or substantially all of the Premises shall be taken
under power of eminent domain by any public or private authority, then Tenant may elect to
terminate this Lease as of the date of such taking; subject, however, to the right of Tenant, at
its election, to continue to occupy the Premises, subject to the terms and provisions of this
Lease, for all or such part of the period between the date of such taking and the date when
possession of the Premises shall be taken by the taking authority.
b. Award. If this Lease is terminated pursuant to this Article VIII, all compensation awarded for
any taking of the Premises shall belong to Landlord and Tenant hereby assigns its interest in
any award for such taking, to Landlord.
c. Dealings with Taking Authority. Landlord and Tenant agree to promptly notify the other
party when either of them receives actual notice of a taking or a threat thereof. Landlord
and Tenant shall cooperate in good faith in contesting any taking, if such contest is
desired by either party, with the contesting party bearing all costs and expenses thereof
and, if said taking cannot be reasonably prevented, the contesting party shall endeavor
to obtain the highest award possible for the property taken, the costs of said endeavor to
be borne by the parties in proportion to their respective awards.
d. Termination. In the event of any termination of this Lease as the result of the
provisions of this Article, Landlord and Tenant, effective as of such termination, shall
release each other from all liability and obligations thereafter arising under this Lease,
except where terms and obligations expressly survive any such termination.

ARTICLE IX
QUIET ENJOYMENT

Contingent upon Tenant's compliance with the terms of this Lease, Landlord agrees that
Tenant shall quietly and peaceably hold, possess and enjoy the Premises for the full term of this
Lease and any extensions thereof without any hindrance or molestation by Landlord or anyone
claiming by, through, or under Landlord. Landlord warrants that it owns fee simple title to the
Premises subject only to matters of record and shall defend title to the Premises against the
claims of all persons claiming by, through or under Landlord except with respect to matters
of record.
ARTICLE X
HAZARDOUS MATERIALS

Tenant acknowledges that Landlord has not conducted any environmental testing of
the Premises. However, to the best of Landlord's knowledge and belief, Landlord is not
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aware of, nor has Landlord received written notice of, any hazardous materials in, on, or
under the Premises (except for asbestos which may or may not be present in the existing
building). As used herein, "hazardous materials" shall be interpreted broadly to include, but
not be limited to, any material or substance that is defined or classified under federal, state,
or local laws as: (a) a "hazardous substance" pursuant to section 101 of the Comprehensive
Environmental Response, Compensation and Liability Act, 42 U.S.C. §9601(14), section 311
of the Federal Water Pollution Control Act, 33 U.S.C. §1321, as now or hereafter amended;
(b) a "hazardous waste" pursuant to section 1005 or section 3001 of the Resource
Conservation and Recovery Act, 42 U.S.C. §§6903, 6921, as now or hereafter amended; (c)
a toxic pollutant, under section 307(a)(l); (d) a "hazardous air pollutant" under section 112
of the Clean Air Act, 42 U.S.C. §7412, as now or hereafter amended; (e) a "hazardous
material" under the Hazardous Materials Transportation Uniform Safety Act of 1990, 49
U.S.C. App. §18092(4), as now or hereafter amended; (f) toxic or hazardous pursuant to
regulation promulgated now or hereafter under the aforementioned laws; or (g) presenting a
risk to human health or the environment under other applicable federal, state or local laws,
ordinances, or regulations, as now or as may be passed or promulgated in the future.

ARTICLE XI
MISCELLANEOUS

a. Non-Waiver of Default. No acquiescence by either party to any default by the other
party hereunder shall operate as a waiver of its rights with respect to any other breach or
default, whether of the same or any other covenant or condition.
b. Assignment and Subletting. Tenant may not assign this Lease or sublet or license all or a portion
of the Premises without Landlord's prior written consent, such consent to be given in Landlord’s
sole discretion. If Tenant is to license all or any portion of the Premises to any party, including
but not limited to, third-party providers such as athletic activities, tutoring programs or summer
camps, Tenant and third-party provider shall execute a DCSD License Consent Agreement.
c. Recording. This Lease shall not be recorded. A short form or memorandum of this Lease
in a form reasonably acceptable to Landlord and Tenant, describing the Premises and
setting forth the term of this Lease and such other non-monetary provisions as Tenant
shall reasonably require, may be recorded by Tenant at Tenant's sole cost and expense.
d. Notice. Any notice or consent required to be given by or on behalf of either party to the
other shall be in writing and mailed by registered or certified mail, return receipt requested
or personally delivered, sent by courier or expedited mail service, addressed to the other
party as follows:

If to Tenant: The Globe Academy, Inc.
c/o _______________
___________________
___________________

With a copy by similar means to:

If to Landlord: Superintendent
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DeKalb County School District
1701 Mountain Industrial Boulevard
Stone Mountain, Georgia 30083

With a copy by Hall Booth Smith, P.C.
similar means to: Attn: H. Eric Hilton, Esq.
191 Peachtree Street NE, Suite 2900
Atlanta, GA 30303

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or at such other address as may be specified from time to time in writing by either party.
All such notices hereunder shall be deemed to have been given on the date of delivery
unless delivery is refused or cannot be reasonably made, in which case the date of refusal or
inability to deliver shall be deemed the date notice has been given.
e. Successors and Assigns. All covenants, promises, conditions, representations,
and agreements herein contained shall be binding upon, apply, and inure to the
parties hereto and their respective heirs, executors, administrators, successors, and
permitted assigns.
f. Partial Invalidity. If any provision of this Lease or the application thereof to any
person or circumstance shall to any extent be held invalid, then the remainder of this
Lease or the application of such provision to persons or circumstances other than
those as to which it is held invalid shall not be affected thereby, and each provision
of this Lease shall be valid and enforced to the fullest extent permitted by law.
g. Interpretation. In interpreting this Lease in its entirety, the printed provisions of
this Lease and any additions written or typed thereon shall be given equal weight,
and there shall be no inference, by operation of law or otherwise, that any
provision of this Lease shall be construed against either party hereto. The
captions used in this Lease are for convenience only and do not limit or amplify
the provisions hereof.
h. Headings. Captions and References. The section captions contained in this Lease
are for convenience only and do not in any way limit or amplify any term or
provision hereof. The use of the terms "hereof ', "hereunder" and "herein" shall
refer to this Lease as a whole, inclusive of the Exhibits, except when noted
otherwise. The use of the masculine or neuter genders and the singular form shall
include the plural when the context so requires.
i. Brokerage Commissions. Landlord and Tenant each warrants and represents to
the other that there are no brokers, finders fees or any real estate commissions due
to any broker, agent or other party in connection with the negotiation or execution
of this Lease or on behalf of either of them. Tenant hereby agrees to indemnify and
hold Landlord harmless from and against any and all costs, expenses, liabilities,
causes of action, claims or suits by any party for compensation, commissions,
fees or other sums claimed to be due or owing with respect to the representation
of Tenant in effecting or procuring this Lease.
j. Governing Law. This Lease shall be construed under the laws of the State of
Georgia.
k. Force Majeure. In the event that either party shall be delayed or hindered in or
prevented from the performance of any work, service, or other act required under
this Lease to be performed by the party, and such delay or hindrance is due to
strikes, lockouts, acts of God, governmental restrictions, enemy act, civil
commotion, fire or other casualty, or other causes of a like nature beyond the
control of the party so delayed or hindered, then performance of such work,
service, or other act shall be excused for the period of such delay and the period
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for the performance of such work, service, or other act shall be extended for a
period equivalent to the period of such delay. Lack of financial resources by
either party shall not constitute a force majeure event hereunder, regardless of the
reason for the lack of financial resources.
l. Indemnity. Tenant shall indemnify and hold Landlord harmless from all cost,
expense, liability, obligation, claim or action, including without limitation
reasonable attorney's fees actually incurred, arising from Tenant's use and
occupancy of the Premises under this Lease, except for matters arising from
Landlord's willful misconduct.
m. Entire Agreement. This Lease (including all exhibits hereto) constitutes the entire
agreement between the parties hereto with respect to the subject matter hereof and
supersedes all prior oral and written communications between the parties. No
subsequent amendment or agreement shall be binding upon either party unless it is
signed and delivered by both parties hereto. This Lease may be executed in
counterparts.
n. Landlord's Right to Inspect. Landlord may enter upon the Premises to inspect same
upon reasonable advance notice to Tenant, which shall be written notice unless an
emergency condition exists, in which case Landlord shall give such notice as is
practicable under the circumstances. Any such entry by Landlord shall be undertaken
with due care and so as to minimize interference with operations on the Premises to
the extent reasonably practicable.
o. No Agency Relationship. Nothing 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, it being understood
and agreed that neither any provision contained in this Lease, nor any acts of the parties
hereto, shall be deemed to create any relationship between the parties hereto other
than the relationship of landlord and tenant.

[SIGNATURE PAGE FOLLOWS]

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LANDLORD:

DEKALB COUNTY BOARD OF
EDUCATION

By:_____________________________
Name: ____________, Chair
Title: Board Chair

ATTEST:
By:_____________________________
Title: ___________________________
Superintendent, DCSD

TENANT:

__________________________________

By:_______________________________
Name: ___________________________
Title: _____________________________
EXHIBIT “A” - CHARTER

Agenda Item