Prepared by and return to:
Xxxxxx Xxxxxxx Xxxxxxxxx, Esq.
McGuireWoods LLP
00 Xxxxx Xxxxx Xx., Xxxxx 0000
Xxxxxxxxxxxx, Xxxxxxx 00000
AMENDMENT TO MINING LEASE AGREEMENT
-----------------------------------
(Xxxxxx Sand)
This Amendment to Mining Lease Agreement is entered
into by and between FLORIDA ROCK PROPERTIES, INC. ("FRP") as
Landlord, and FLORIDA ROCK INDUSTRIES, INC. ("FRI"), as
Tenant, this 4th day of October, 2006.
RECITALS:
---------
FRI, as Tenant, entered into that certain Mining Lease
Agreement with FRP, as Landlord, dated April 1, 1986,
recorded in Official Records Book 1358, page 0384, of the
public records of Xxxxxx County, Florida, as modified by
unrecorded First Amendment to Mining Lease Agreement dated
April 1, 1991 (collectively, the "Lease"). FRI has
previously exercised two options to extend the term of the
Lease to March 31, 2008.
FRI and FRP desire to amend the Lease as set forth
below.
NOW THEREFORE, in consideration of $10.00 and other
good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the undersigned agree as
follows:
1. Recitals. The foregoing Recitals are true and
correct.
2. Extension of Term. The term of the Lease is hereby
extended for an additional term beginning April 1, 2008, and
expiring on the earlier of the following dates (unless
sooner terminated in accordance with the terms of the
Lease):
(i) March 31, 2031; or
(ii) When FRI has determined in its reasonable
discretion that no economically mineable
reserves of Construction Materials remain on
lands owned or leased by FRI adjacent to the
Leased Lands.
3. Minimum Royalty. Paragraph (a) of Exhibit C
attached to the Lease, setting forth the minimum royalty to
the paid by Tenant for use and possession of the Leased
Lands, shall be modified, amended and restated in its
entirety as set forth on Exhibit A
attached to this Amendment. All portions of Exhibit C to
the Lease which are not specifically amended hereby shall
remain in full force and effect. Provided however, that
this Amendment shall be recorded in the public records of
the county where the Leased Lands are located as a short
form memorandum without attaching thereto a copy of said
Exhibit A.
4. Reclamation. Tenant agrees that when mining is
complete and no further mining or operational use of the
land is anticipated by Tenant, Tenant shall reclaim the land
in compliance with either the reclamation standards of the
State of Florida or the reclamation standards of the county
where the Leased Lands are located, whichever is stricter.
Wherever any portions of the Leased Lands are grandfathered
so that reclamation is not required, Tenant shall
nevertheless reclaim the lands in accordance with
reclamation standards of the State of Florida, as if the
same were legally applicable, when no further mining or
operational use of the lands is anticipated. Within three
(3) years of the date hereof, Tenant shall begin such
reclamation of that part of the Leased Lands where no
further mining or operational use is anticipated by Tenant.
5. Full Force and Effect. Landlord and Tenant
acknowledge that the Lease continues in full force and
effect in accordance with its terms, as modified herein. In
the event of any inconsistency between the provisions of
this Amendment and the provisions of the Lease as it existed
prior to this Amendment, the terms of this Amendment shall
prevail and be deemed to modify all inconsistent terms of
the Lease as it previously existed.
[Signatures on Following Pages]
IN WITNESS WHEREOF, the undersigned have entered into
this Amendment as of the date set forth above.
Signed, sealed and delivered FLORIDA ROCK PROPERTIES, INC.
in the presence of:
_________________________ /s/ Xxxx X. Xxxxxxxx
Print:___________________ By: ________________________________
Print:Xxxx X. Xxxxxxxx
Its: Chairman
____________________________
Print:_____________________
STATE OF FLORIDA
COUNTY OF XXXXX
The foregoing instrument was acknowledged before me
this ____ day of October, 2006, by ______________________,
as _______________ of Florida Rock Properties, Inc., a
Florida corporation, on behalf of the corporation. He/She (
) is personally known to me or ( ) has produced a valid
Florida Driver's License as identification.
_____________________________
Print:_______________________
Notary Public, State of Florida
My commission expires:_________
Serial No. ____________________
(Notarial Seal)
Signed, sealed and delivered FLORIDA ROCK INDUSTRIES, INC.
in the presence of:
____________________________ /s/ Xxxx X. Xxxxxx, Xx.
Print: _____________________ By: _________________________
Print: Xxxx X. Xxxxxx, Xx.
Its: Executive Vice President
____________________________
Print:______________________
STATE OF FLORIDA
COUNTY OF XXXXX
The foregoing instrument was acknowledged before me
this ____ day of October, 2006, by ______________________,
as _______________ of Florida Rock Industries, Inc., a
Florida corporation, on behalf of the corporation. He/She (
) is personally known to me or ( ) has produced a valid
Florida Driver's License as identification.
______________________________
Print:________________________
Notary Public, State of Florida
My commission expires:_________
Serial No. ____________________
(Notarial Seal)
EXHIBIT A
Royalty Schedule
Forming a Part of Paragraph 3 of the Amendment of Mining
Lease Agreement
Paragraph (a) of Exhibit C to the Lease is hereby amended
and restated in its entirety as follows:
(a) The sum of EIGHT THOUSAND THREE HUNDRED THIRTY-THREE
and 33/100 Dollars ($8,333.33) per month as a minimum
royalty shall be paid by Tenant to Landlord during each
month from the effective date hereof through September 30,
2010. Beginning on October 1, 2010, and on each 5th
anniversary thereof during the term of this Lease (each such
date being referred to herein as a "Minimum Royalty
Adjustment Date"), the minimum monthly royalty payment shall
be adjusted proportionately with any changes in the Producer
Price Index for Construction Sand, Gravel and Crushed Stone
(Commodity Code 13-21) (1982=100) (the "PPI"), as published
by the U. S. Department of Labor during the preceding five
year period of the Lease term. For the adjustment on
October 1, 2010, the calendar year 2005 shall be used as the
base year. For each subsequent adjustment after October 1,
2010, the base year for the PPI adjustment shall be the last
calendar year of the five year period which immediately
preceded the five year period that ended on the day
immediately preceding the Minimum Royalty Adjustment Date.
The minimum royalty payment as adjusted on each Minimum Rent
Adjustment Date shall then become the minimum monthly
royalty payment for each month of the next five years of the
term, until the next Minimum Royalty Adjustment Date, when
the minimum royalty is again adjusted as provided herein.
Notwithstanding any of the above provisions, the minimum
monthly royalty shall never be less than $8,333.33 per
month. If the index required for the calculation of the
royalty adjustment is not available at the time the
adjustment is to become effective, Tenant shall continue to
pay the minimum royalty in effect for the preceding month,
until the adjustment can be computed, at which time Landlord
shall advise Tenant and Tenant shall pay the additional
amount that would have been required, had the adjusted
royalty figure been available on the Minimum Royalty
Adjustment Date. The payment of each month's minimum
royalty shall be made within twenty (20) days following the
beginning of the calendar month of the lease term. All
minimum royalties paid by Tenant may be recovered by Tenant
as provided in the subsequent provisions of this Exhibit C;
provided, however, such minimum royalties may only be
recovered during Tenant's fiscal year in which such payments
are made.
