FIRST AMENDMENT TO EXCHANGE AGREEMENTFIRST AMENDMENT TO
EXCHANGE AGREEMENT
THIS FIRST AMENDMENT TO EXCHANGE AGREEMENT (this "Amendment") is made
and entered into by and between PINELLAS SUNCOAST TRANSIT AUTHORITY, a Florida
independent special district ("PSTA"), and THE CITY OF CLEARWATER, FLORIDA, a
municipal corporation ("City").
WITNESSETH:
WHEREAS, PSTA and City entered into that certain Exchange Agreement, dated as of October 6,
2022 (the "Agreement");
WHEREAS, the Inspection Period provided for under the Agreement will to expire on January 4,
2023; and
WHEREAS, under Section 8 of the Agreement, in the event that the parties are unable to agree to the
final form of the Lease (as defined in the Agreement), either party may terminate the Agreement,
"by giving written notice to the other not later than the fifth (5th) day following the last day of the
Inspection Period"; and
WHEREAS, Seller and Purchaser desire to modify the Agreement to extend the period under which
the parties have to negotiate the Lease.
NOW, THEREFORE, in consideration of the mutual covenants herein contained and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, PSTA and
City do hereby amend the Agreement as follows:
1. Except as expressly modified hereby, all other terms and provisions of the Agreement are
hereby ratified and affirmed. Unless expressly stated otherwise, capitalized terms used in this
Amendment shall have the same meanings ascribed to such terms in the Agreement.
2. The first paragraph of Section 8 is hereby deleted in its entirety and replaced with the
following:
Lease of the PSTA Parcel. At Closing, PSTA and the City shall enter into a written lease
agreement, pursuant to which PSTA shall lease from the City the PSTA Parcel (the "Lease").
If the parties are unable to agree to the final form of Lease prior to January 30, 2023, then
either party may, by giving written notice to the other not later than February 6, 2023,
terminate this Agreement. In the event of such a termination, neither party shall have any
further obligations hereunder. The Lease shall contain the following terms:
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3. This Amendment shall not modify, alter, or amend any of the terms of Section 8(a)-(f) of the
Agreement.
4. This Amendment may be executed in two or more counterparts, each of which shall be
deemed an original, but all of which taken together shall constitute one and the same
instrument.
[Remainder of Page Intentionally Left Blank]
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IN WITNESS WHEREOF, City and PSTA have each caused this Amendment to be
executed by their duty authorized representatives,and agree to be bound hereby,effective the—25th
day of January >2023.
ATTEST: PINELLAS SUNCOAST TRANSIT
AUTHORITY, a Florida independent special
district
Print Name: Rach6ef Cappolla By:
Name: Brad Miller, Chief Executive Officer
APPROVED AS TO FORM:
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APPROVED1 7-4b—225 Rv.',', ml/2 5 m/2 30 Date:
............
Alan
General Counsel
Countersigned: CITY OF CLEARWATER,FLORIDA
By:
Frank V. Hibbard Jenni fer"P oirri er
Mayor Interim City Manager
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"7�d as to form: Attest:
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David Margolis Rosemarie Call
City Attorney City Clerk Is-HH
Date
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