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LEASE MODIFICATION AGREEMENTLEASE MODIFICATION AGREEMENT THIS LEASE MODIFICATION AGREEMENT ("Modification Agreement") is made and entered into this 1.-I-+- day of ajorucLr-,J , 2009, by and between the CITY OF CLEARWATER, a municipal corporation organized and existing under the laws of the State of Florida ("Lessor"); and Silver Dollar Trap Club, Inc., a Florida corporation whose address is 16316 Patterson Road, Odessa, Florida, 33556 ("Original Lessee") and Silver Dollar Shooters Resort, L.L.C. ("Successor Lessee"), a Delaware company whose address is Two North Riverside Plaza, Suite 800, Chicago, Illinois 60606, as assignee of Silver Dollar Trap Club, Inc., (collectively, "the Parties"). WHEREAS, Lessor and Original Lessee previously entered into that certain Lease dated February 14, 1994, a copy of which is attached hereto as Exhibit A (the "Lease"), which Lease is incorporated herein by reference. (Capitalized terms not defined herein that are defined in the Lease shall have the meaning as defined in the Lease.); and, WHEREAS, Original Lessee desires to assign all of its right, title and interest in said Lease to Successor Lessee, and Successor Lessee desires to accept Original Lessee's right, title and interest in said Lease as evidenced in that certain Assignment, Assumption and Modification Agreement of even date herewith, and Lessor has consented to the terms and provisions thereof, a copy of which is appended hereto as EXHIBIT B, and by this reference made a part hereof; and, WHEREAS, the Parties now mutually desire to modify the terms of the Lease for their mutual benefit; NOW, THEREFORE, in consideration of the Premises and the mutual covenants contained in this Modification Agreement, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Lessor, Original Lessee and Successor Lessee hereby agree as follows: The text in Article II of the Lease, entitled "TERM", is here amended by adding the following paragraph to the existing provision: 1. If not in default under the terms hereof, Lessee shall have the option of extending the term of this lease for one term of one (1) year upon providing Lessor written notice of Lessee's intent to exercise such option not later than sixty (60) days prior to termination of the original term. In no event shall this Lease extend beyond the 13th day of February 2010. The Parties agree and acknowledge that no Party is in default at the time of execution of this Agreement. The text in Article V, Section 1 of the Lease, entitled "LEASE RENTAL PAYMENTS AND FEES", is here amended as follows: 2. Subject to adjustment as provided herein, Lessee hereby covenants and agrees to pay to Lessor rental therefore in the sum of Eight Hundred Twenty Five and ---NO/100's--- 1 Dollars ($825.00) per month, plus applicable sales taxes due thereon, commencing upon the 14th day of the first month following the date of this Modification Agreement, and continuing through the 13th day of February, 2009. Should Lessee timely exercise Lessee's option to extend the term hereof as provided above, the annual rent shall increase on February 14, 2009, payable monthly through February 13, 2010, in accordance with the Bureau of Labor Statistics Data Consumers Price Index - All Urban Consumers, Base Period 1982-1984100 indexed for December 2008, or three percent (3%), whichever is greater. A like annual rent CPI adjustment shall occur upon each successive February 14 and continue through the Lease Extension. Lessee shall have sole responsibility for complying with the requirements hereof, with all rental payments to be made payable to City of Clearwater and sent or directly delivered to: Cash and Investments Manager, City of Clearwater, P. O. Box 4748, Clearwater, Florida 33758-4748, or to such other recipient as may be further directed from time to time. The text in Article XV entitled Liability and Indemnification is here amended to add the following at the end of the of the existing provision: 3. Successor Lessee hereby agrees to indemnify and hold harmless Original Lessee from and against any and all claims, liabilities or expenses attributable to Successor Lessee's failure to fulfill any future obligation under the Lease, except to the extent that the events giving rise to any such claims, liabilities or expenses occurred before the execution date of the First License Agreement in February, 1999; and (b) Original Lessee hereby agrees to indemnify and hold harmless Successor Lessee from an against any and all claims, liabilities or expenses resulting from Successor Lessee's agreement in paragraph 2 above to the extent that the events giving rise to such claims, liabilities or expenses occurred before the execution date of the First License Agreement in February, 1999; and (c) not withstanding any provisions of this Lease, the License Agreements or the Assignment to the contrary, both Original Lessee and Successor Lessee jointly and severally agree to indemnify and hold Lessor harmless from and against any and all liabilities of whatever nature arising from commencement and throughout the full term of the Lease as it may be amended from time to time. It is mutually agreed by and between Lessor, Original Lessee and Successor Lessee that barring any other mutually acceptable resolution to complying with the requirements of this provision, Original Lessee and Successor Lessee shall share the full costs and expense of fulfilling all obligations to Lessor under the Lease on a pro-rata basis from lease commencement through final lease termination and in no event shall the Lessor be liable for any obligation, specifically environmental remediation accruing during the term of the Lease, and any extension thereto. Further, MHC OPERATING LIMITED PARTNERSHIP ("MHC OLP"), an Illinois limited partnership whose address is Two North Riverside Plaza, Suite 800, Chicago, Illinois 60606; and EQUITY LIFESTYLE PROPERTIES, INC. ("ELS", and together with MHC OLP, "Guarantors"), a Maryland corporation whose address is Two North Riverside Plaza, Suite 800, Chicago, Illinois 60606, hereby guarantee Successor Lessee's indemnification obligations to Lessor under Paragraph 3(c) of the Assigment Agreement and under paragraph 3(c) of the Lease Modifcation Agreement as provided for in the Guaranty Agreement attached hereto and incorporated herein as Exhibit C. 4. The text in Article XXV of the Lease, entitled "NOTICE", is hereby modified to replace the name and address of the Successor Lessee to be "Silver Dollar Shooters Resort, 2 L.L.C., Two North Riverside Plaza, Suite 800, Chicago, Illinois 60606, Attention: Kenneth A. Kroot, Vice President & Deputy General Counsel." 5. All other terms and conditions of the Lease not expressly replaced or modified by this Modification Agreement remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have set their hands and seals as of the date first above written SUCCESSOR LESSEE: SILVER DOLLAR SHOOTERS RESORT, L.L.C. ORIGINAL LESSEE: SILVER DOLLAR TRAP CLUB, INC. By: Kenneth A. Kroot, Vice President & Deputy General Counsel Attest: Paralegal ?i?i?A[Lr?s, By: William L. Jacob on, President Attest: Lim tn't? ML-,f r7 n 160t_e.GnQ-C-65 APPROVED AND EFFECTIVE this day of Fe.bv-Lkar , 2009. LESSOR: Countersigned: rank V. Hibbard, Mayor CITY OF CLEARWATER, FLORIDA By: d4' 4?? 4 "1," William B. Horne, II, City Manager Approved as to form: Laura Mahony, Assistant City ttorney Attest: Cy is E. Goude , City ofryF? C31 :7 = 3 ? TE??