EXHIBIT 10.15
0000 XXXXX XXXXXX XXXXXX
XXXXXX, XXXXXXXXXX
FIRST AMENDMENT TO
THIRD AMENDED AND RESTATED LEASE AGREEMENT
THIS FIRST AMENDMENT TO THIRD AMENDED AND RESTATED LEASE AGREEMENT (the
"First Amendment") is made and entered into on this the 31st day of December,
2004, by and between SAN XXXXXXX HEALTHCARE ASSOCIATES LIMITED PARTNERSHIP, a
Delaware limited partnership ("Lessor") and 0000 XXXXX XXXXXX XXXXXX OPERATING
COMPANY, LLC, a Delaware limited liability company ("Lessee") as follows:
R E C I T A L S:
A. Lessor and Lessee entered into that certain Third Amended and Restated
Lease Agreement dated as of December 20, 2004 (the "Lease"), whereby the Lessor
leased to Lessee certain leased property, including the real property located in
Fresno, Fresno County, California, as described in the Lease.
X. Xxxxxx and Lessee desire to amend the terms, conditions and provisions
of the Lease.
NOW, THEREFORE, in consideration of mutual covenants, conditions and
agreements herein contained, the parties hereto agree that the Lease is hereby
amended as follows:
1. AMENDMENT.
Article XXI ("Substitution of Property") is hereby deleted in its entirety,
and all references in the Lease to the substitution property and the
"substituted property" are hereby deleted in their entirety.
2. REPRESENTATION. Lessee represents and warrants that no consents,
approvals or notices are required to be obtained from or given to any persons in
connection with the execution of this First Amendment.
3. NO DEFAULTS. Lessee represents and warrants that all representations
and warranties set forth in the Lease are true and correct at the date hereof
and that there are no defaults or events of default under the Lease.
4. RATIFICATION. Except as expressly amended hereby, the Lease is hereby
confirmed and ratified in all respects by each of the parties thereto.
5. MISCELLANEOUS.
(a) Lessee acknowledges, represents and warrants that the officer of the
Lessee, whose name is signed to this First Amendment, has been duly and properly
authorized by the Lessee to sign this First Amendment for and on behalf of the
Lessee.
(b) This First Amendment may be executed in separate counterparts each of
which shall be an original and all of which shall be deemed to be one and the
same instrument.
[ See Following Page for Signatures ]
IN WITNESS WHEREOF, Lessor and Lessee have executed this First
Amendment to be effective as of the date first written above.
LESSOR:
SAN XXXXXXX HEALTHCARE ASSOCIATES
LIMITED PARTNERSHIP,
a Delaware limited partnership
By: MPT of California, LLC
Its: General Partner
By: MPT Operating Partnership, L.P.
Its: Sole Member
By: /s/ R. Xxxxxx Xxxxxx
--------------------------------------
R. Xxxxxx Xxxxxx
Its: Executive Vice President and
Chief Financial Officer
LESSEE:
0000 XXXXX XXXXXX XXXXXX
OPERATING COMPANY, LLC,
a Delaware limited liability company
By: /s/ Xxxx X. Xxxxxxxxx
---------------------------------------
Xxxx X. Xxxxxxxxx
Its: President
STATE OF ALABAMA
JEFFERSON COUNTY
On this ____ day of ____________, 200___, before me, the undersigned
authority, __________________, a Notary Public in and for said State, duly
commissioned and sworn, personally appeared R. Xxxxxx Xxxxxx, personally known
to me (or proved to me on the basis of satisfactory evidence) to be the person
who executed the within instrument as Executive Vice President and Chief
Financial Officer of MPT Operating Partnership, L.P., the Sole Member of MPT of
California, LLC, the General Partner of San Xxxxxxx Healthcare Associates
Limited Partnership, a Delaware limited partnership, and acknowledged to me that
such limited partnership, as the sole member of such limited liability company,
as the general partner of such limited partnership, executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and official seal on the
day and year in this certificate first above written.
____________________________________
NOTARY PUBLIC
Printed Named:______________________
[ AFFIX NOTARY SEAL ] My Commission Expires:______________
STATE OF ____________
___________ COUNTY
On this ____ day of ____________, 200___, before me, the undersigned
authority, __________________, a Notary Public in and for said State, duly
commissioned and sworn, personally appeared Xxxx X. Xxxxxxxxx, personally known
to me (or proved to me on the basis of satisfactory evidence) to be the person
who executed the within instrument as President of 0000 Xxxxx Xxxxxx Xxxxxx
Operating Company, LLC, a Delaware limited partnership, and acknowledged to me
that such limited liability company executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and official seal on the
day and year in this certificate first above written.
____________________________________
NOTARY PUBLIC
Printed Named:______________________
[ AFFIX NOTARY SEAL ] My Commission Expires:______________
