HMG Courtland Properties Inc Sample Contracts

RECITALS
Management Agreement • March 31st, 2005 • HMG Courtland Properties Inc • Real estate investment trusts • Florida
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RECITALS:
Purchase and Sale Agreement • March 31st, 2005 • HMG Courtland Properties Inc • Real estate investment trusts • Florida
OPERATING AGREEMENT OF GROVE SPA, LLC A DELAWARE LIMITED LIABILITY COMPANY
Operating Agreement • March 31st, 2005 • HMG Courtland Properties Inc • Real estate investment trusts • Delaware
RECITALS
Management Agreement • March 31st, 2005 • HMG Courtland Properties Inc • Real estate investment trusts • Florida
ADVISORY AGREEMENT BETWEEN HMG/COURTLAND PROPERTIES, INC. AND HMG ADVISORY CORP
Advisory Agreement • April 15th, 1998 • HMG Courtland Properties Inc • Real estate investment trusts • Delaware
R E C I T A L S
Master Agreement • July 25th, 1997 • HMG Courtland Properties Inc • Real estate investment trusts • Florida
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Loan Agreement • March 31st, 2005 • HMG Courtland Properties Inc • Real estate investment trusts
Exhibit 10 (k) SUBLEASE --------
Sublease • March 31st, 2005 • HMG Courtland Properties Inc • Real estate investment trusts • Florida
RECITALS
Lease Agreement • July 25th, 1997 • HMG Courtland Properties Inc • Real estate investment trusts • Florida
R E C I T A L S
Lease Termination Agreement • April 15th, 1997 • HMG Courtland Properties Inc • Real estate investment trusts • Florida
RECITALS
Management and Leasing Agreement • March 31st, 2005 • HMG Courtland Properties Inc • Real estate investment trusts • Florida
AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT
Lease Agreement • March 30th, 2000 • HMG Courtland Properties Inc • Real estate investment trusts
MEMBERSHIP INTERESTS PURCHASE AGREEMENT (HMG to Christoph) December, 2012 Transaction
Membership Interests Purchase Agreement • April 3rd, 2013 • HMG Courtland Properties Inc • Real estate investment trusts • Florida

This MEMBERSHIP INTERESTS PURCHASE AGREEMENT is made and entered into as of December __, 2012 (“Effective Date”), by and among THE CHRISTOPH FAMILY TRUST, FBO ROBERT W. CHRISTOPH, JR. (“Christoph Jr. Trust”), THE CHRISTOPH FAMILY TRUST, FBO HUNTER CHRISTOPH (“Hunter Trust”; together with the Christoph Jr. Trust, each individually, a “Buyer” and collectively, the “Buyers”) and HMG BAYSHORE, LLC, a Florida limited liability company (“HMG Bayshore”), COURTLAND BAYSHORE RAWBAR, LLC, a Florida limited liability company (“HMG Rawbar”) and COURTLAND BAYSHORE RESTAURANT, LLC, a Florida limited liability company (“HMG Restaurant”) (HMG Bayshore, HMG Rawbar and HMG Restaurant individually, a “Seller” and collectively, the “Sellers”).

AMENDED AND RESTATED AGREEMENT BETWEEN NAF ASSOCIATES AND HMG/COURTLAND PROPERTIES, INC.
Agreement • March 30th, 2000 • HMG Courtland Properties Inc • Real estate investment trusts • Connecticut
FIRST AMENDMENT TO MANAGEMENT AGREEMENT
Management Agreement • March 31st, 2009 • HMG Courtland Properties Inc • Real estate investment trusts

This First Amendment to Management Agreement (this "Amendment") is made and entered into as of this 30 day of March 2007, ("Effective Date") by and between Bayshore Rawbar, LLC, a Florida limited liability company ("Owner") and RMI, LLC, a Florida limited liability company ("Operator").

REIMBURSEMENT AND CONTRIBUTION AGREEMENT
Reimbursement and Contribution Agreement • May 21st, 2015 • HMG Courtland Properties Inc • Real estate investment trusts • Florida

THIS REIMBURSEMENT AND CONTRIBUTION AGREEMENT (hereinafter the “Agreement”) is made and entered into as of April ___, 2015, by and among JY-TV ASSOCIATES, LLC., a Florida limited liability company (hereinafter “Borrower”), J. I. KISLAK, INC., a New Jersey corporation (hereinafter “Kislak”), HMG/COURTLAND PROPERTIES, INC., a Delaware corporation (hereinafter “HMG”), and W. DOUGLAS PITTS, individually (“Doug”), and Kiki L. Courtelis as Trustee of Investment Trust created under the Alec P. Courtelis Declaration of Trust dated April 8, 1994 (the “Courtelis Trust”; the Courtelis Trust together, and jointly and severally, with Doug, collectively “Pitts”).

AMENDED AND RESTATED ADVISORY AGREEMENT BETWEEN HMG/COURTLAND PROPERTIES, INC. AND HMG ADVISORY CORP.
Advisory Agreement • March 31st, 2003 • HMG Courtland Properties Inc • Real estate investment trusts • Delaware
ASSIGNMENT AND ASSUMPTION OF MANAGEMENT AGREEMENT BY NOBLE HOUSE GROVE ISLE, LTD.
Assignment and Assumption of Management Agreement • March 31st, 2009 • HMG Courtland Properties Inc • Real estate investment trusts • Florida

The undersigned, NOBLE HOUSE GROVE ISLE, LTD. ("Assignor"), hereby sells, assigns and transfers to GH-GROVE ISLE MANAGEMENT LLC ("Assignee"), free and clear of any liens or encumbrances, all of Assignor's right, title, and interest in, to and under the Spa Management Agreement for Grove Isle Spa Terre, dated as of September 15, 2004 (the "Spa Management Agreement'), by and between Grove Spa, LLC, a Delaware limited liability company, as owner ("Owner") and Assignee, as operator, together with any and all payments and distributions therefrom subsequent to the date hereof. Capitalized terms not separately defined herein shall have the meanings ascribed to them in the Spa Management Agreement.

GUARANTY AND SURETYSHIP AGREEMENT
Guaranty and Suretyship Agreement • July 19th, 2019 • HMG Courtland Properties Inc • Real estate investment trusts • Florida

THIS GUARANTY AND SURETYSHIP AGREEMENT (this "Guaranty") is made as of this 19th day of July, 2019, by Kiki L. Courtelis, as Trustee of the Investment Trust created under the Alec P. Courtelis Declaration of Trust dated April 8, 1994 (the “Courtelis Trust”), W. DOUGLAS PITTS (“Pitts”; the Courtelis Trust and Pitts, collectively, the “Courtelis Guarantor”), an individual, with an address at 703 Waterford Way, Ste. 800, Miami, Florida 33126, CSG GROUP, LLC, a Florida limited liability company (the “CSG Guarantor”), with an address at 2600 Golden Gate Parkway, Naples, Florida 34104, J.I. KISLAK, INC., a New Jersey corporation (the “Kislak Guarantor”) with an address at 7900 Miami Lakes Dr. West, Attn: Corp. Tax Dept., Miami Lakes, Florida 33016, HMG/COURTLAND PROPERTIES, INC. (the “HMG/Courtland Guarantor”), a Delaware corporation with an address at 1870 S. Bayshore Drive, Coconut Grove, Florida 33133 (each a “Guarantor” and collectively, "Guarantors"), for the benefit of PNC BANK, NATION

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REIMBURSEMENT AND CONTRIBUTION AGREEMENT
Reimbursement and Contribution Agreement • July 19th, 2019 • HMG Courtland Properties Inc • Real estate investment trusts • Florida

THIS REIMBURSEMENT AND CONTRIBUTION AGREEMENT (hereinafter the “Agreement”) is made and entered into as of July 19, 2019, by and among MURANO AT THREE OAKS ASSOCIATES, LLC, a Florida limited liability company (hereinafter “Borrower”), J. I. KISLAK, INC., a New Jersey corporation (hereinafter “Kislak”), HMG/COURTLAND PROPERTIES, INC., a Delaware corporation (hereinafter “HMG”), CSG GROUP, LLC, a Florida limited liability company (herein after “CSG”), W. DOUGLAS PITTS, individually (hereinafter “Doug”), and Kiki L. Courtelis as Trustee of Investment Trust created under the Alec P. Courtelis Declaration of Trust dated April 8, 1994 (the “Courtelis Trust”; the Courtelis Trust together, and jointly and severally, with Doug, is collectively referred to as “Pitts”).

THIRD AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT
Lease Agreement • March 31st, 2009 • HMG Courtland Properties Inc • Real estate investment trusts

THIS THIRD AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT (the “Amendment”) is dated as of November [14], 2008 and is by and between GROVE ISLE ASSOCIATES, LLLP, a Delaware limited liability limited partnership [f/k/a Grove Isle Associates, Ltd.] (the “Lessor”) and GROVE HOTEL PARTNERS, LLC, A Delaware limited liability company (“Lessee”).

INTEREST PURCHASE AGREEMENT by and among COURTLAND INVESTMENTS, INC., HMG/COURTLAND PROPERTIES, INC., as “Seller” and Grove Isle Yacht & Tennis Club, LLC, as “Purchaser” with respect to the sale of interests in GROVE ISLE ASSOCIATES, LLLP GROVE ISLE...
Interest Purchase Agreement • March 1st, 2013 • HMG Courtland Properties Inc • Real estate investment trusts • Florida

THIS INTEREST PURCHASE AGREEMENT (this “Agreement”) dated as of the date same has been executed by the last of the parties hereto, as indicated beneath their names on the signature pages hereof (the “Effective Date”) by and among COURTLAND INVESTMENTS, INC., a Delaware corporation (“Courtland”) and HMG/COURTLAND PROPERTIES, INC., a Delaware corporation (“HMG”) (Courtland and HMG are, collectively, “Seller”), and Grove Isle Yacht & Tennis Club, LLC, a Florida limited liability company (“Purchaser”).

AMENDED AND RESTATED OPERATING AGREEMENT OF JY-TV ASSOCIATES, LLC a Florida limited liability company
Operating Agreement • November 14th, 2014 • HMG Courtland Properties Inc • Real estate investment trusts • Florida

THIS AMENDED AND RESTATED OPERATING AGREEMENT (this “Agreement”) of JY-TV ASSOCIATES, LLC, a Florida limited liability company (the “Company”), is made and entered into as of the 12th day of September, 2014, by and among JIK Taft Vineland LLC, a Delaware limited liability company (“Kislak”), Courtelis Promenade Associates, LLC, a Florida limited liability company (“Courtelis”), HMG Orlando, LLC, a Delaware limited liability company (“HMG/Orlando”), and those additional parties that shall be admitted as Members in accordance with the terms of this Agreement (each a “Member”, and collectively, the “Members”).

AGREEMENT OF SALE
Agreement of Sale • February 23rd, 2018 • HMG Courtland Properties Inc • Real estate investment trusts • Florida

THIS AGREEMENT OF SALE (“Agreement”) is entered into as of the 13th day of December, 2017 by and between CARDONE REAL ESTATE ACQUISITIONS, LLC, a Delaware limited liability company (“Purchaser”) and JY-TV ASSOCIATES, LLC, a Florida limited liability company (“Seller”).

COMPLETION GUARANTY
Completion Guaranty • July 19th, 2019 • HMG Courtland Properties Inc • Real estate investment trusts • Florida

THIS COMPLETION GUARANTY (this "Guaranty") is made as of the 19th day of July, 2019 by Kiki L. Courtelis, as Trustee of the Investment Trust created under the Alec P. Courtelis Declaration of Trust dated April 8, 1994, W. DOUGLAS PITTS, an individual, with an address at 703 Waterford Way, Ste. 800, Miami, Florida 33126, CSG GROUP, LLC, a Florida limited liability company with an address at 2600 Golden Gate Parkway, Naples, Florida 34104, J.I. KISLAK, INC., a New Jersey corporation with an address at 7900 Miami Lakes Dr. West, Attn: Corp. Tax Dept., Miami Lakes, Florida 33016, HMG/COURTLAND PROPERTIES, INC., a Delaware corporation with an address at 1870 S. Bayshore Drive, Coconut Grove, Florida 33133 (each a “Guarantor” and collectively, if more than one, "Guarantors"), jointly and severally, for the benefit of PNC BANK, NATIONAL ASSOCIATION ("Lender"), with an address at 2255 Glades Road, Suite 140W, Boca Raton, Florida 33431 in consideration of the extension of credit by Lender to MU

ASSIGNMENT AND ASSUMPTION OF LEASE AND CONSENT OF LANDLORD
Assignment and Assumption of Lease • March 31st, 2009 • HMG Courtland Properties Inc • Real estate investment trusts • Florida

This Assignment and Assumption of Lease and Consent of Landlord (this “Assignment”) is made and entered into as of November [14], 2008 (the “Effective Date”), by and among Westgroup Grove Isle Associates, Ltd. (“Assignor”), and Grove Hotel Partners LLC (“Assignee”), and is joined by Grove Isle Associates, LLLP [f/k/a Grove Isle Associates, Ltd.] (“Landlord”) for the purposes herein expressed, in reference to the following:

Lease Agreement
Lease Agreement • March 30th, 2000 • HMG Courtland Properties Inc • Real estate investment trusts

The Landlord is the owner of 1870 South Bayshore Drive, Coconut Grove, FL 33133 ("Premises"). The premises do not include the pool house and adjacent apartment. The Landlord hereby leases to Tenant the premises for a period of five (5) years.

AMENDMENT TO OPERATING AGREEMENT OF GROVE SPA, LLC, A DELAWARE LIMITED LIABILITY COMPANY
Operating Agreement • March 31st, 2009 • HMG Courtland Properties Inc • Real estate investment trusts

This Amendment to Operating Agreement (the “Amendment”) is made effective as of November 14, 2008 (the “Effective Date”) by and between Grove Hotel Partners, LLC, a Delaware limited liability company (“GHP”) and CII Spa, LLC, a Delaware limited liability company (“CII”) is made and entered into based upon the following:

Joint Filing Agreement
Joint Filing Agreement • January 25th, 2013 • HMG Courtland Properties Inc • Real estate investment trusts

In accordance with Rule 13d-1 (k) under the Securities Exchange Act of 1934, the persons or entities named below agree to the joint filing on behalf of each of them of this Schedule 13G with respect to the Common Stock of HMG Courtland Properties, Inc. and further agree that his joint filing agreement be included as an exhibit to this Schedule 13G. In evidence thereof, the undersigned hereby execute this Agreement as of January 25, 2013.

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