GUARANTYGUARANTY
THIS GUARANTY ("Agreement") is made and entered into as of the WA_
day of Fclo ruko-rui 2009, by and between the CITY OF
CLEARWATER, a municipal corporation organized and existing under the laws
of the State of Florida ("Lessor"), 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.
WHEREAS, Lessor and Silver Dollar Trap Club, Inc. ("Original Lessee")
previously entered into that certain Lease dated February 14, 1994 (the "Lease").
WHEREAS, Original Lessee and NHC-FL8 L.P. ("Licensee") entered into
that certain License Agreement in February 1999 (the "First License Agreement").
WHEREAS, Original Lessee and Licensee entered into that certain License
Agreement on February 1, 2000 (the "Second License Agreement" and together
with the First License Agreement, collectively the "License Agreements");
WHEREAS, Original Lessee, Silver Dollar Shooters Resort, L.L.C.
("Successor Lessee") and Licensee entered into that certain Assignment,
Assumption and Modification Agreement dated Feb ?, 2009 ("Assignment
Agreement"), which provided for certain indemnification obligations by Successor
Lessee to Lessor.
WHEREAS, Original .Lessee, Successor Lessee and Lessor entered into
that certain Lease Modification Agreement dated Fehrumv ?L, 2009 ("Lease
Modification Agreement"), which also provided for certain indemnification
obligations by Successor Lessee to Lessor.
WHEREAS, Lessor and Guarantors now desire to provide for the guaranty
by Guarantors of Successor Lessee's indemnification obligations to Lessor under
the Agreements.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Guarantors hereby agree as
follows, effective as of the date of this Agreement:
1. Guaranty. Guarantors hereby guaranty Successor Lessee's obligations
under Paragraph 3(c) of the Assignment Agreement and under paragraph
.3(c) of the Lease Modification Agreement.
2. Successors and Assigns; This Agreement shall be binding upon and
inure to the benefit of the parties and their respective successors and
assigns.
Signatures on following page
IN WITNESS WHEREOF, Guarantors Lessor and Lessor have executed
and delivered this Guaranty as of the date first written above.
GUARANTORS
MHC Operating Limited Partnership
By: MHC Trust, its general partner
By: Equity LifeStyle Properties, Inc.,
Its sole voting shareholder
By: , A ?4 /-, le?
Name: INN
Title:
Equity LifeStyle Properties, Inc.
By: A/T
Name:
Title: ar .
LESSOR
APPROVED AND EFFECTIVE this ?1
?I 4'?`" day of
rr , 2009.
CITY OF CLEARWATER
Countersigned: C TY OF CLEARWATER, FLORIDA
By: ?. ?ts•?,"
k V. Hibbard, Mayor William B. Horne, II, City Manager
Approved as to form:
Laura Mahony, Assistant ity Attorney Attorney
Attest:
C this E. Goudeau, City Clerk
2