SECOND AMENDMENT TO GARAGE LEASE
Exhibit 10.35
SECOND AMENDMENT TO GARAGE LEASE
This Second Amendment to Garage Lease (“Second Amendment”) is entered into by and between WPB XXXXXXXX LLC, a Delaware limited liability company (“Landlord”) and ALL ABOARD FLORIDA - OPERATIONS LLC, a Delaware limited liability company (“Tenant”) as of this 23rd day of May, 2018. Unless otherwise defined herein, all capitalized terms used in this Second Amendment shall have the same meanings assigned to the same in the Garage
Lease (as hereinafter defined).
RECITALS:
WHEREAS, Landlord and Tenant entered into that certain Garage Lease dated as of August 26, 2016, as
amended by that certain First Amendment to Garage Lease dated as of December 19, 2017 (the “Lease”), pursuant to which Tenant leased from Landlord the Garage.
WHEREAS, Landlord and Tenant desire to amend the Lease on the terms and conditions stated herein.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, Landlord and Tenant agree as follows:
AGREEMENT
1. Recitals.
The above recitals are true and correct and are agreed to by Landlord and Tenant as if such recitals were fully set forth herein.
2. Subleased Parking Spaces. The reference to parking spaces in the 5th Recital
is hereby revised to be 442 parking spaces.
3. Defined Terms. The following defined terms set forth in Article 1.0 of the Lease are deleted in their entirety and replaced with the
following:
(a) Commencement Date: January 1, 2018.
(b) Initial Term: January 1, 2018 through May
31, 2038, unless the Term is extended or the Lease is terminated pursuant to the terms of the Lease.
(c) Leased Premises: The
Leased Premises consists of that portion of the Garage consisting of 442 parking spaces as shown approximately in cross hatching on the schematic drawing of each level of the Garage attached hereto described asExhibit “B.”For the avoidance of doubt, the Leased Premises do not include the portion of the Garage to be
utilized as parking for the residential apartments.
(d) Rent Commencement Date:
Commencing on May 16, 2018, Tenant shall pay Base Rent to Landlord as set forth in the table below:
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Parking Spaces
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Monthly Base
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Available to
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Lease Months
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Rent Due
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Tenant
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5/16/2018 - 5/31/2018
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$35,941.90
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319
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6/1/2018 - 8/31/2018
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$69,637.43
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319
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9/1/2018 - 5/31/2033
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$95,833.33
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442
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6/1/2033 - 5/31/2038
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$105,416.67
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442
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4. Notice. Article 13.01 of the Lease is deleted in its
entirety and replaced with the following:
13.01 Notice. Any payment, notice or document required or permitted to be delivered by the terms of this
Lease shall be delivered in person by hand delivery or overnight delivery service, or sent by certified mail, return receipt requested, addressed as follows:
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If to Landlord:
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WPB Xxxxxxxx LLC
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0000 XxXxxxx Xxxx, 0xx Xxxxx
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Xxxxx Xxxxxx, Xxxxxxx 00000
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Attention: Xxxxxxx Xxxx
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Remit Rental
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Payments to
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Landlord at:
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WPB Xxxxxxxx LLC
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0000 Xxxxxxxxxx Xxxxxxxxx
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Xxxxx 000
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Xxxxxxxxxxxx, Xxxxxxx 00000
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If to Tenant:
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ALL ABOARD FLORIDA - OPERATIONS LLC
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000 X.X. 0xx Xxxxxx
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Xxxxx 000
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Xxxxx, Xxxxxxx 00000
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Attention; Xxxxx Xxxxx
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Xxxxx. Xxxxx@xxxxxxxxxxxxxxxx.xxx
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or at such other address, and to the attention of such other person, as the parties shall give notice as herein provided.
All such notices, requests and other communications shall be deemed to have been sufficiently given for all purposes hereof upon receipt at such address if delivered in person or by overnight delivery, or if mailed, upon deposit of both the original
and any required copies in a post office or official depository of the United States Postal Service. E-mail addresses are for reference only and any required notices must be delivered by one of the other specified methods of delivery in order to be
effective.
5. Calculation of Tenant’s Share. Exhibit D is deleted in its entirety and replaced with the following:
56% (442 spaces/790 total spaces)
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6. No Further Modification. Tenant confirms that the Lease remains in full force and effect and (a) Landlord is in compliance with the Lease provisions,
and (b) Tenant has no defenses, claims or offsets against Landlord. Except as specifically modified in this Second Amendment, the terms of the Lease shall remain in full force and effect as of the date originally executed. This instrument shall
become effective only upon execution of it by both Landlord and Tenant.
7. Counterparts: Facsimile/Electronic Signatures. This Second Amendment may be executed in any number of identical counterparts, any or all of which may
contain the signatures of less than all of the parties, and all of which shall be construed together as a single instrument. In addition, any execution transmitted by facsimile or by electronic mail shall be deemed to constitute an original signature
of a party for purposes of enforcing this Second Amendment.
IN WITNESS WHEREOF, Landlord and Tenant have executed this Second Amendment as of the day and year first
above written.
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Signed, sealed and delivered
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LANDLORD:
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| in the presence of: | |||||
| WPB XXXXXXXX LLC, a Delaware limited liability company | |||||
| /s/ Xxxx Xxxxx |
By:
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/s/ Xxxxxxx Xxxx | |||
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Print Name:
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Name: |
Xxxxxxx Xxxx
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| Title: |
Vice President
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| /s/ Xxxxxxx Xxxxx | |||||
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Print Name:
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Xxxxxxx Xxxxx | Date: May 23, 2018 | |||
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TENANT:
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| ALL ABOARD FLORIDA – OPERATIONS LLC, a Delaware limited company | |||||
| /s/ Xxxx Xxxxx |
By:
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/s/ H. Enderoy | |||
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Print Name:
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Name: |
H. Enderoy
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| Title: |
VP & CFO
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| /s/ Xxxxxxx Xxxxx | |||||
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Print Name:
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Xxxxxxx Xxxxx | Date: May 10, 2018 | |||
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