FOURTH AMENDMENT TO THE PREMISES LEASE AND USE AGREEMENT
Exhibit 10.22
FOURTH AMENDMENT TO THE
PREMISES LEASE AND USE AGREEMENT
PREMISES LEASE AND USE AGREEMENT
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GOAA DATE
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12/20/2017
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ITEM NO.
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5GG
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DOCUMENTARY #
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9894
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THIS FOURTH AMENDMENT TO THE PREMISES LEASE AND USE AGREEMENT (the “Fourth Amendment”) is made
by and among THE GREATER ORLANDO AVIATION AUTHORITY, a public and governmental body created as an agency of the City, existing under and by virtue of the laws of the State of Florida, whose mailing address is
Xxx Xxxx Xxxxx Xxxxxxxxx, Xxxxxxx, Xxxxxxx 00000-0000 (the “Authority”), and ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited liability company authorized to conduct business in Florida, whose mailing
address is 0000 XxXxxxx Xxxx, 0xx Xxxxx, Xxxxx Xxxxxx, Xxxxxxx 00000 (“Rail Company”).
W I T N E S S E T H :
WHEREAS, the Authority and Rail Company entered into that certain Premises Lease and Use
Agreement dated January 22, 2014 (the “Original Agreement”), as amended by that certain First Amendment to the Premises Lease and Use Agreement dated September 25, 2015 (the “First Amendment”), that certain Second Amendment to the Premises Lease
and Use Agreement dated January 26, 2016 (the “Second Amendment”) and that certain Third Amendment to the Premises Lease and Use Agreement dated January 30, 2017 (the “Third Amendment”) (the Original Agreement, as amended by the First Amendment,
the Second Amendment and the Third Amendment shall be referred to as the “Agreement”); and
WHEREAS, pursuant to that certain Amended and Restated Operation and Use Agreement dated August
31, 2015, as amended, with the City, the Authority controls, operates, and maintains an airport in Orange County, State of Florida, known as Orlando International Airport (hereinafter referred to as the “Airport”); and
WHEREAS, the Parties desire to amend the terms of the Agreement to finalize certain exhibits and
clarify interest accrual on delinquent payments; and
NOW THEREFORE, for and in consideration of the mutual covenants and agreements herein set forth,
and other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby expressly acknowledged, the parties hereto covenant and agree as follows:
1. Recitals. The foregoing recitals are true and correct and are hereby incorporated as covenants and agreements and are made a part hereof.
2. Definitions. Capitalized terms shall have the meaning ascribed in them in the Agreement unless modified herein.
3. Article 3: Premises. Paragraphs 1 and 2 of Section 3.01 entitled Premises are hereby amended by deleting them in their entirety and replacing same with the
following:
1. The Premises is to be 38,561 square feet located on the first, second and third floor of the Rail Station
Building, which includes hold rooms, ticket counters and back office, approximately 7,299 square feet on the first floor for baggage operations, and approximately 76,403 square feet of Platform on the second floor and other unenclosed spaces on the
first and fourth floors, all of which is more specifically depicted on Exhibit “B.”
City Council Meeting: 12-11-17
Item: K-1 Documentary: 171211K01
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2. The Rail Station Building attained Substantial Completion on November 1, 2017, and the Rail Company agrees
that the Rail Station was constructed pursuant to the plans and specifications as previously reviewed and approved, subject only to a final walk through for punch list items. The Authority shall send the final “As Built” plans and specifications
for the Premises to the Rail Company within sixty (60) days of Final Completion of the Rail Station Building as defined by Authority’s construction contract.
4. Exhibits “B-F”. In order to finalize the Agreement and satisfy a portion of the escrow requirements, the parties hereby approve Exhibits B, C, D, E and F and same
are incorporated into the Agreement by this reference.
5. Payments. Section 9.03 Payments is amended by deleting the first sentence and inserting the following:
“The Authority shall provide notice of any and all payment delinquencies other than monthly payments of annual rent,
including any deficiencies which may be due, however, interest at the rate of eighteen percent (18%) per annum shall accrue against any and all delinquent payment(s) from the date that is thirty (30) days following Rail Company’s receipt of written
notice of nonpayment until the date payments are received by the Authority. Monthly rental payments not paid on or before the fifteenth (15th) day of the month, as
required by Section 4.02, shall accrue interest at the rate of eighteen percent (18%) beginning on the fifteenth (15th) day of the month and continuing until payment is
received by the Authority.”
5. Except as expressly modified in this Fourth Amendment, the Agreement shall remain in full force and effect.
[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]
[SIGNATURE PAGE TO FOLLOW]
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IN WITNESS WHEREOF, the parties hereto have each caused this Fourth Amendment to be executed by
its authorized representative on the date so indicated below.
| “GOAA” | ||||
| GREATER ORLANDO AVIATION | ||||
| AUTHORITY | ||||
| ATTEST: | ||||
| By: | /s/ Xxxxxxx X. Xxxxx | |||
| /s/ Xxxxx X. Xxxxxxxx-Xxxxxx | Xxxxxxx X. Xxxxx, A.A.E. | |||
| Xxxxx X. Xxxxxxxx-Xxxxxx, |
Chief Executive Officer
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| Assistant Secretary | ||||
| Date: 12/28/17 | ||||
| WITNESSES: | ||
| /s/ Xxxx Xxxxxx | ||
| Printed Name: | Xxxx Xxxxxx | |
| /s/ Xxxxxxx Xxxxxxx | ||
| Printed Name: | Xxxxxxx Xxxxxxx | |
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APPROVED AS TO FORM AND LEGALITY this 26th day of
December, 2017, for the use and reliance by the GREATER ORLANDO AVIATION AUTHORITY, only.
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Xxxxxxxx and Xxxxxx, P.A., Counsel
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By:
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/s/ Xxxxxxxx and Xxxxxx, P.A.
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Xxxxxxxx and Xxxxxx, P.A.
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STATE OF FLORIDA
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COUNTY OF ORANGE
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Before me, the undersigned authority, duly authorized under the laws of State of Florida to take acknowledgments,
this day personally appeared Xxxxxxx Xxxxx and Xxxxx X. Xxxxxxxx-Xxxxxx respectively Chief Executive Officer and Deputy Director of the Greater Orlando Aviation Authority, who are personally known to me to be the individuals and officers
described in and who executed the foregoing instrument on behalf of said Greater Orlando Aviation Authority, and severally acknowledged the execution thereof to be their free act and deed as such officers and that they were duly authorized so to
do.
In witness whereof, I have hereunto set my hand and official seal at Orlando, in the County of Orange, State of
Florida this 28 day of December, 2017.
| /s/ Xxxxx X. Xxxxxxxx-Xxxxxx | ||
| XXXXX X. XXXXXXXX-XXXXXX | ||
| My commission expires: 4/3/18 | NOTARY PUBLIC | Notary Public - State of Florida |
| STATE OF FLORIDA | My Comm. Expires Apr 3, 2018 | |
| Commission # FF 86785 | ||
| Bonded Through National Notary Assn. |
[SIGNATURES CONTÌNUE ON THE NEXT PAGE]
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| ALL ABOARD FLORIDA - | |||||
| ATTEST: | OPERATIONS LLC | ||||
| By: | /s/ Xxxxxxx Xxxx | ||||
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Xxxxxxx Xxxx,
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Xxxxxxx Xxxx
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| Secretary |
Vice President
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| Date: | 12/12/2017 | ||||
| WITNESSES: | ||
| /s/ Xxxxxxx Xxxxxxxxx | ||
| Printed Name: | Xxxxxxx Xxxxxxxxx | |
| /s/ Xxxxx X. Xxxxxx | ||
| Printed Name: | Xxxxx X. Xxxxxx | |
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STATE OF FLORIDA
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COUNTY OF MIAMI-DADE
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The foregoing instrument was acknowledged before me this 12th day of December, 2017, by Xxxxxxx Xxxx , as Vice President of All Aboard Florida – Operations LLC, a Delaware limited liability company, on behalf of the limited
liability company. He/She is personally known to me or produced a valid driver’s license as identification.
| /s/ Xxxxxxx Xxxxx | ||
| Notary Public | ||
| NOTARY PUBLIC | Xxxxxxx xxxxx | Printed Name: _____________________________________ |
| STATE OF FLORIDA | MY COMMISSION # GG 119202 | My Commission Expires: _____________________________ |
| EXPIRES: October 23, 2021 | ||
| Bonded Thru Notary Public Underwriters |
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JOINDER
The City of Orlando hereby joins in the Orlando International Airport Premises Lease and Use
Agreement dated December 11, 2017, between the Greater Orlando Aviation Authority and All Aboard Florida – Operations LLC, solely to acknowledge the City’s consent to
the term of the Lease.
Dated: December 14, 2017
| ATTEST: | CITY OF ORLANDO | ||||
| By: | /s/ Xxxxxx Xxxxxxxx | By: | /s/ Xxxxxx X. Xxxx | ||
| Name: | Xxxxxx Xxxxxxxx | Name: | Xxxxxx X. Xxxx | ||
| Title: | Orlando City Clerk | Title: |
Mayor Pro Tem
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| [Official Seal] | |||||
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THE USE AND RELIANCE OF THE CITY OF ORLANDO, ONLY, THIS 19 DAY OF Dec, 2017.
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By:
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/s/ Xxx Xxxxx |
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Printed Name:
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Xxx Xxxxx |
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Title:
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Chief Asst. City Attorney |
STATE OF FLORIDA
COUNTY OF ORANGE
Before me, the undersigned authority, duly authorized under the laws of State of Florida to take acknowledgments, this
day personally appeared Xxxxxx X. Xxxx and Xxxxxx Xxxxxxxx, respectively Mayor Pro Tem and City Clerk of the City of Orlando, who are personally known to me to be the individuals and officers described in and who executed the foregoing instrument
on behalf of said City of Orlando, and severally acknowledged the execution thereof to be their free act and deed as such officers and that they were duly authorized to do so.
In witness whereof, I have hereunto set my hand and official seal at Orlando, in the County of Orange, State of
Florida, this 14 day of December, 2017.
| /s/ Stephanle Xxxxxxxx | ||
| Notary Public | ||
| FLORIDA NOTARY ASSOCIATION | Stephanle Xxxxxxxx | My Commission Expires: 6/5/2021 |
| SINCE 0000 | XxxxXx Xxxxxx | |
| XXXXX XX XXXXXXX | ||
| Comm# GG111549 | ||
| Expires 6/5/2021 |
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