EXHIBIT 10.6
AMENDMENT NO. 5
to
MASTER
LEASE AGREEMENT
BETWEEN
XXXXXXX INNS, INC.,
and
XXXXXXX ALABAMA, INC.,
AS LESSOR,
and
XXXXXXX DEVELOPMENT COMPANY, LLC
as successor to
XXXXXXX OPERATING COMPANY, LLC,
AS LESSEE
AMENDMENT DATED AS OF APRIL 1, 1998
AMENDMENT NO. 5 TO MASTER LEASE AGREEMENT
THIS AMENDMENT NO. 5 TO MASTER LEASE AGREEMENT, made as of the 1st day of
April, 1998, by and between Xxxxxxx Inns, Inc., a Georgia corporation
(hereinafter called "JII"), and Xxxxxxx Alabama, Inc., an Alabama corporation
(hereinafter called "JAI") (JII and JAI hereinafter together called "Lessor"),
and Xxxxxxx Development Company, LLC, a Georgia limited liability company
(hereinafter called "JDC") as successor in interest by merger to Xxxxxxx
Operating Company, LLC, a Georgia limited liability company (hereinafter called
"JOCLLC"), as lessee (hereinafter called "Lessee"), provides as follows:
RECITALS:
---------
WHEREAS, JOCLLC as lessee and the Lessor are parties to that certain Master
Lease Agreement dated as of February 3, 1994, as amended (the "Lease") covering
the "Leased Property" as therein defined; and
WHEREAS, JOCLLC amended its name from Xxxxxxx Operating Company II, LLC, to
Xxxxxxx Operating Company, LLC effective February 26, 1998; and
WHEREAS, effective as of the date hereof, JOCLLC was merged into JDC, and
JDC thereby succeeded to all of right title and interest in all of JOCLLC's
assets, including the Lease, and JDC assumed all of JOCLLC's debts, liabilities
and obligations, including those under the Lease; and
WHEREAS, the parties hereto desire to amend the Lease by substituting JDC
as the lessee thereunder,
NOW, THEREFORE, the parties hereto, in consideration of the covenants and
agreements to be performed by them as provided hereby, and upon the terms and
conditions hereinafter stated, do hereby amend the Lease in the manner and
subject to the terms and conditions hereinafter set forth and agree to the other
terms and conditions set forth herein. Unless otherwise defined herein,
capitalized terms shall have the meanings ascribed to them in the Lease.
A. Amendment of Lease to Substitute Lessee
Xxxxxxx Development Company, LLC, is hereby substituted for Xxxxxxx
Operating Company II, LLC as Lessee under the Lease and the term "Lessee" shall
refer to Xxxxxxx Development Company, LLC, with respect to all terms and
conditions of the Lease effective as of 00:01 a.m. on April 1, 1998.
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B. Continuation of Lease Except as Specifically Amended Hereby
Except as specifically amended and modified hereby, the terms and
provisions of the Lease as heretofore in effect are hereby ratified and
confirmed and remain in full force and effect.
LESSOR
XXXXXXX INNS, INC.
Attest:
/s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxxx X. Xxxxxxx
----------------------- ----------------------------
Secretary Xxxxxx X. Xxxxxxx, President
XXXXXXX ALABAMA, INC.
Attest:
/s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxxx X. Xxxxxxx
----------------------- -----------------------------
Secretary Xxxxxx X. Xxxxxxx, President
LESSEE
XXXXXXX DEVELOPMENT COMPANY, LLC
By: /s/ Xxxxxx X. Xxxxxxx
-----------------------------
Xxxxxx X. Xxxxxxx, President
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