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Resolution on the Approval of the
TC Higher Education Services, Inc., Servicing Agreement
Intention:
TC Higher Education Services, Inc. ("TCHES") is a wholly owned
subsidiary of Trammell Crow Corporate Services, Inc. and was formed for
the purpose of managing university facilities and related services. To provide
for the cost efficient professional management of professional management
of university facilities and related services, the University of Pennsylvania
("University") desires to enter into an agreement with TCHES for
management services in connection with the University's facilities, infrastructure
and real estate portfolio and for other reporting and consulting services,
as will be more specifically set forth in a Servicing Agreement to be entered
into between the University and TCHES (the "Servicing Agreement").
The Servicing Agreement will provide, inter alia, for the management of
at least 10,000,000 square feet of University facilities for a term of ten
years (in addition to a four month initial period and a four month transition
period) for an annual management feel of $4,700,000, which fee will be subject
to adjustment on account of cost savings, performance standards and other
terms and provisions which will be more specifically set forth in the Servicing
Agreement. The Servicing Agreement will also provide for the following incentive
payments to be made to the University: (1) $1,000,000 on the effective date
of the Servicing Agreement; (2) $25,000,000 on the initial period commencement
date of the Servicing Agreement; and (3) $6,000,000 to be paid in increments
of $1,000,000 starting on June 30, 2002 and annually thereafter during the
term of the Servicing Agreement, subject to certain conditions more specifically
set forth in the Servicing Agreement.
Resolved, that the transaction described in the foregoing Intention
be, and the same hereby is, approved, with such changes as the Executive
Vice President of the University ("EVP"), or other appropriate
officer, approves (such approval to be evidenced conclusively by the execution
and delivery on behalf of the University of the Servicing Agreement and
any and all other documents relating thereto).
Further Resolved, that, pursuant to the foregoing, the delegation
of authority to the EVP, or other appropriate officer, to take such action
and approve and execute such documents on behalf of the University as may
be necessary to effectuate and implement the transaction contemplated herein
be, and the same hereby is, approved, with such changes as such officer
deems advisable, necessary or appropriate in order to effectuate such transaction.
Return to:Almanac, University of Pennsylvania, November
11, 1997, Volume 44, No. 12 |