Finance and Administration - Board of Trustees - The University of ...

Finance and Administration Committee - IX. Agreements for Development of the Cherokee Farm Research Park - ActionMASTER GROUND LEASETHIS MASTER GROUND LEASE (this “Lease”) is made and entered into by THEUNIVERSITY OF TENNESSEE (“University”) and UNIVERSITY OF TENNESSEERESEARCH FOUNDATION, a Tennessee not-for-profit corporation (“Tenant”), on this __day of ___________, 2012 (the “Effective Date”).RECITALSA. University is the owner of that certain real property located in the City ofKnoxville, County of Knox, State of Tennessee, commonly known as “Cherokee Farm.”7B. Tenant is a not-for-profit 501(c)(3) organization formed to promote thecommercialization of the University's intellectual property developed through research, and itencourages an entrepreneurial culture, contributes to state and regional economic development,and promotes research and education to benefit the people of Tennessee.C. Cherokee Farm is a 200 acre site, which is legally described on Exhibit “A” (the“Land”), and has been identified and designated by University as the location for a project todevelop, expand and enhance private and public research through the development of researchlaboratories, offices and related facilities, all of which are anticipated to operate in collaborationwith the University's faculty and to benefit the State of Tennessee and the University.D. University desires to lease portions of the Land, as described on Exhibit “A-1”,subject to and together with all easements, appurtenances and other rights belonging thereto,including but not limited to rights of ingress and egress, parking, roads, utility sources andconnections, and the other infrastructure and common areas, if any (collectively, the “LeasableProperty”), to Tenant from time to time for the purpose of undertaking and implementing thedevelopment of the Leasable Property for such purposes, and in connection therewith, the partieshave or will enter into an Agreement for Development Management Services (the "DevelopmentAgreement") pursuant to which the University and Tenant have made certain agreements andestablished certain guidelines, directions and restrictions relating to Tenant's use anddevelopment of the Leasable Property.E. Tenant initially desires to lease a portion of the Leasable Property, as described onExhibit “A-2”, subject to and together with all easements, appurtenances and other rightsbelonging thereto (the “Premises”), pursuant to the terms and conditions of this Lease. Theportion of the Leasable Property that is not part of the Premises is hereinafter referred to as the“Expansion Premises,” and the portion of the Land that is not part of the Leasable Property ishereinafter referred to as the “Retained Property.”NOW, THEREFORE, in consideration of the mutual covenants and promises of theparties, the parties hereto agree as follows:8088569.13 1164