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EXHIBIT 10.2
FORM OF
LEASE AGREEMENT
(___________)
THIS LEASE AGREEMENT ("Lease") dated as of the 1st day of January,
1999, by and between PRISON REALTY CORPORATION, a Maryland corporation
("Landlord"), and CORRECTIONAL MANAGEMENT SERVICES CORPORATION, a Tennessee
corporation ("Tenant").
RECITALS
WHEREAS, Landlord currently owns a certain correctional and detention
facility which Tenant desires to lease; and
WHEREAS, Landlord and Tenant have entered into a Master Agreement to
Lease of even date herewith (the "Master Agreement") which sets forth certain
agreements of the parties with respect to the lease of various properties
including the property that is the subject of this Lease.
NOW, THEREFORE, in consideration of the premises and of their
respective agreements and undertakings herein, Landlord and Tenant agree as
follows:
ARTICLE I
PREMISES AND TERM
1.1 Leased Property. Landlord hereby leases to Tenant and Tenant leases
from Landlord the Land located in __________________, described in Exhibit A
hereto, and all Improvements, Fixtures, and Personal Property thereon or thereto
(each as defined in the Master Agreement, and, together with said Land, the
"Leased Property"); such Leased Property collectively known and described at the
date hereof as [Name of Correctional or Detention Facility];
SUBJECT, HOWEVER, to all easements, liens, encumbrances, restrictions,
agreements, and other title matters existing as of the date hereof (collectively
"Permitted Exceptions").
1.2 Term. The initial term (the "Fixed Term") of the Lease shall be for
a fixed term of twelve (12) years commencing on January 1, 1999 (the
"Commencement Date") and expiring on December 31, 2010 (the "Expiration Date").
The Term of this Lease may be renewed on the mutual agreement of Landlord and
Tenant as follows: (i) provided that Tenant gives Landlord notice on or before
the date which is six (6) months prior to the Expiration Date, upon the mutual
agreement of Landlord and Tenant, the Lease shall be renewed for one (1)
additional five (5) year term (the "Extended Term") on the same terms and
provisions (other than with respect to renewal) as the Fixed Term, as set forth
in the Lease; (ii) provided that Tenant gives Landlord notice on or before the
date which is six (6) months prior to the expiration of the Extended Term, upon
the mutual agreement of Landlord and Tenant, the Lease shall be renewed for one
(1) additional five (5) year term (the "Second Extended Term") on the same terms
and provisions (other than with respect to
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renewal) as the Fixed Term, as set forth in the Lease; and (iii) provided that
Tenant gives Landlord notice on or before the date which is six (6) months prior
to the expiration of the Second Extended Term, upon the mutual agreement of
Landlord and Tenant, the Lease shall be renewed for one (1) additional five (5)
year term (the "Third Extended Term") on the same terms and provisions (other
than with respect to renewal) as the Fixed Term, as set forth in the Lease.
Tenant's right to so extend the Term of the Lease is conditioned on Landlord's
prior approval of the Extended Term, Second Extended Term, or Third Extended
Term, as the case may be. The term "Term" used in this Agreement means the Fixed
Term, Extended Term, Second Extended Term and Third Extended Term, as
appropriate. The term "Lease Year" means each twelve (12) month period during
the Term commencing on January 1 and ending on December 31, except the first
Lease Year of each Lease shall be the period from the Commencement Date through
the following December 31, and the last Lease Year shall end on the date of
termination of the Lease if a day other than December 31. Landlord may terminate
this Lease prior to the expiration of the Term hereof, at any time following the
date which is five (5) years from the date hereof, upon written notice to Tenant
not less than eighteen (18) months prior to the effective date of such
termination.
ARTICLE II
RENT
2.1 Base Rent. Tenant shall pay Landlord Base Rent for the Term in
advance in consecutive monthly installments payable on the first day of each
month during the Term, the Extended Term, Second Extended Term and the Third
Extended Term, commencing on the Commencement Date provided for in Section 1.03
of the Master Agreement, in accordance with the Base Rent Schedule attached
hereto as Exhibit B.
2.2 Additional Rent. The Base Rent shall be subject to such increases
over the Term as determined pursuant to Section 2.02 of the Master Agreement.
2.3 Other Additional Rent. Tenant shall also pay all Other Additional
Rent with respect to the Leased Property, as set forth in the Master Agreement.
ARTICLE III
OTHER TERMS AND CONDITIONS
3.1 Master Agreement Incorporated Herein. All provisions of the Master
Agreement (except any provisions expressly therein not to be a part of an
individual lease of leased property) are hereby incorporated in and are a part
of this Lease of the Leased Property.
3.2 Recordation. At the request of Landlord or Tenant, a short form
memorandum of this Lease may be recorded in the real estate records of any
county which Landlord or Tenant deems appropriate in order to provide legal
notice of the existence hereof.
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IN WITNESS WHEREOF, the Landlord and the Tenant have executed this
Lease or caused the same to be executed by their respective duly authorized
officers as of the date first set forth above.
LANDLORD:
PRISON REALTY CORPORATION
By:
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Title:
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TENANT:
CORRECTIONAL MANAGEMENT SERVICES
CORPORATION
By:
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Title:
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EXHIBIT A
[LEGAL DESCRIPTION OF LEASED PROPERTY]
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EXHIBIT B
BASE RENT SCHEDULE
(Property: ________________________)
Tenant will pay to Landlord annual Base Rent of $_________ payable in
equal monthly installments beginning on the Commencement Date of $____________.
The Rent Escalation Date is _________________ 1st.
Base Rent for the Extended Term, Second Extended Term and Third
Extended Term shall be equal to the fair market rental value of the Leased
Property as of the respective commencement dates thereof.
