AGREEMENT RE: LEASE TERMINATION
THIS AGREEMENT is made the 19th day of November, 1996 by and between GROVE
ISLE ASSOCIATES, LTD., a Florida limited partnership ("GIAL"), and GROVE ISLE
CLUB, INC., a Florida corporation ("GICI").
R E C I T A L S
A. GIAL, as landlord, and GICI, as tenant are the parties to that certain
Lease Agreement dated October 1, 1993 (the "Original Lease") with respect to the
property described therein, which is commonly referred to as the "Grove Isle
Club Property".
B. GIAL has requested that GICI terminate all of its rights, title and
interest in and to the Lease and the Grove Isle Club Property so that GIAL may
lease the Grove Isle Club Property to Westgroup Grove Isle Associates, Ltd., a
Florida limited partnership ("Westgroup").
C. In furtherance of GICI's agreement to terminate all of its rights, title
and interests in and to the Original Lease, GICI has, upon request of GIAL,
agreed to assign its interest in the Lease to Westgroup, with the understanding
that same would thereafter be amended and restated in its entirety pursuant to
Amended and Restated Lease Agreement dated as of November 19, 1996 (the "Amended
Lease"), in consideration of the terms hereinafter set forth.
NOW, THEREFORE, for Ten and No/100 Dollars ($10.00) and for other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, GIAL and GICI hereby agree as follows:
1. The foregoing recitals are true and correct and are incorporated herein
as if repeated at length.
2. In partial consideration for GICI's relinquishment of its rights in and
to the Original Lease, but in recognition of GICI's continuing status as the
"Grove Isle Club" under the condominium documents governing Grove Isle, GIAL
agrees to pay to GICI the sum of $200,000.00 for each year that the Amended
Lease is in good standing, said sum to be paid each year in a single annual
installment due and payable on the 19th day of November of each such year that
the Amended Lease exists and remains in good standing. In addition to the
foregoing, GIAL hereby assigns to GICI any and all Participation Rent due from
Westgroup pursuant to the Amended Lease.
3. GICI agrees to cooperate with GIAL and Westgroup from time to time in
connection with maintaining and enforcing the
rights of GICI as the "Grove Isle Club" under the condominium documents
governing Grove Isle.
4. This Agreement shall be governed by, and construed and enforced in
accordance with the laws of the State of Florida. The provisions of this
Agreement may be enforced by all appropriate actions at law and in equity by the
parties hereto, and their successors and assigns, with the prevailing party in
any such action entitled to reimbursement of reasonable attorneys' fees and
costs incurred at trial and all appellate levels.
IN WITNESS WHEREOF, this Assignment of Lease Agreement has been executed as
of the day and year first above written.
Witnesses: ASSIGNOR
GROVE ISLE ASSOCIATES, LTD., a
Florida limited partnership
/s/ Xxxxxx Xxxxxxxxx By: /s/ Xxxxxxx Xxxxxx
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/s/ Xxxxxxxx X. Xxxxxxxxx Name: Xxxxxxx Xxxxxx
---------------------------- -------------------------------------
Title: Chairman, Courland Investment, Inc.
General Partner
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ASSIGNEE:
GROVE ISLE CLUB, INC., a
Florida corporation
/s/ Xxxxxx Xxxxxxxxx By: /s/ Xxxxxxx Xxxxxx
---------------------------- --------------------------------------
/s/ Xxxxxxxx X. Xxxxxxxxx Name: Xxxxxxx Xxxxxx
---------------------------- -------------------------------------
Title: Chairman
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