FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 1
Exhibit 10.1
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 1
THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT NO. 1 (this "First Amendment") is entered into as of May 6,
2022, by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company ("HPT"
and, collectively with HPT TA Properties Trust, "Landlord"), and TA OPERATING LLC,
a Delaware limited liability company ("Tenant").
WHEREAS, Landlord and Tenant are parties to that certain Second Amended and
Restated Lease Agreement No. 1, dated as of October 14, 2019 (the "Lease"); and
WHEREAS, the TA Travel Center located at 0000 X. Xxxxx Xxxx, Xxxxxxx, Xxxxxxx
(the "Fremont Property") is subject to the Lease;
WHEREAS, the Fremont Property is the subject of a ground lease effective as of August 12, 2002 (as assigned from time to time, the "Fremont Lease"), as evidenced by that certain Memorandum of Leases recorded August 20, 2002 as Instrument 02080600 of the records of Steuben County, Indiana; and
WHEREAS, the Fremont Lease has been amended by that certain First Amendment to and Assignment of Lease Agreement, Equipment Lease, and Sewer and Water Well Use Agreement by and among Quadland Corporation, an Ohio corporation, Tewel Corporation, a Delaware corporation, HPT, and Tenant dated as of March 21, 2022 (the "Fremont Amendment"), as evidenced by that certain Notice of First Amendment to and Assignment of Leases recorded March 29, 2022 as Instrument 22030694 of the records of Steuben County, Indiana; and
WHEREAS, the Fremont Amendment assigned from HPT to Tenant the tenant's interest under the Fremont Lease; and
WHEREAS, Landlord and Tenant desire to amend the Lease to reflect the removal of the Fremont Property from the definitions of "Land" and of "Property" under the Lease, due to the assignment of the Fremont Lease to Tenant;
NOW, THEREFORE, in consideration of the foregoing, and for other good and valuable consideration, the mutual receipt and legal sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree that the Lease is hereby amended as of March
21, 2022, as follows:
1. Capitalized Terms. Capitalized terms used but not otherwise defined in this First
Amendment shall have the meanings given such terms in the Lease.
2. Lease Amendment. (a) The list preceding Exhibits A-1 through A-36 of the
Lease is hereby deleted in its entirety and replaced with the list attached hereto and
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incorporated herein by this reference, and (b) Exhibit A-13 of the Lease is hereby deleted in its entirety and replaced with Exhibit A-13 attached hereto and incorporated herein by this reference. Accordingly, the Fremont Property is no longer a Property and the land which previously had been described in Exhibit A-13 is no longer included in the definition of Land, as "Property" and "Land" are defined by Section 2.1 of the Lease.
3. Ratification. The Lease, as amended by this First Amendment, is hereby ratified and confirmed. For the avoidance of doubt, all references in the Lease to the "Agreement" shall mean and refer to the Lease as amended by this First Amendment.
IN WITNESS WHEREOF, Landlord and Tenant have executed this First Amendment as a sealed instrument as of the date first above written.
LANDLORD:
HPT TA PROPERTIES TRUST,
a Maryland real estate investment trust
| By: | /s/ Xxxx Xxxxxxxxxx | ||||
| Name: Xxxx Xxxxxxxxxx | |||||
| Its: President | |||||
| HPT TA PROPERTIES LLC, | |||||
| a Maryland limited liability company | |||||
| By: | /s/ Xxxx Xxxxxxxxxx | ||||
| Name: Xxxx Xxxxxxxxxx | |||||
| Its: President | |||||
| TENANT: | |||||
| TA OPERATING LLC, | |||||
| A Delaware limited liability company | |||||
| By: | /s/ Xxxxx X. Xxxxx | ||||
| Name: Xxxxx X. Xxxxx | |||||
| Its: E.V.P., C.F.O. & Treasurer | |||||
EXHIBITS A-1 through A-36
LAND
| Exhibit | TA Site No. | Property Address | Commencement Date | Initial Base Year | ||||||||||
| A-1 | 226 | 0000 X. Xxxx Xxxxx Xxxx, Xxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-2 | 000 | X-00 & X-00 xx Xxxx Xxxx, X. Xxxxxxx, XX 00000 | May 30, 2007 | 2012 | ||||||||||
| A-3 | 160 | 00000 Xxxxxx Xxxxx, Xxxxxxxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-4 | 162 | 0000 Xxxxxx Xxxx, Xxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-5 | 163 | 00000 X. Xxxxxxx 00, Xxxxx Xxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-6 | 174 | 00000 X. 00xx Xxxxxx, Xxxxx Xxxxx (Xxxxxx Xxxx), XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-7 | 171 | 0 Xxxx Xxxxxxxxxx Xxxx, Xxxxxxxx (Xxx Xxxxx), XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-8 | 178 | 0000 Xxxxxxx 00 Xxxxx, Xxxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-9 | 197 | 0000 00xx Xxxxxx, Xxxx Xxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-10 | 177 | 0000 Xxxxxxx 00, Xxxxxxxx Xxxx (Xxxxxxxx), XX 00000 | June 9, 2015 | 2015 | ||||||||||
| X-00 | 00 | 00 N. 000 Xxxxx 00, Xxxxxxxxx (Xxxxx), XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-12* | 236* | 00 Xxxxxxx Xx., Xxxxxx, XX 00000* | June 9, 2015* | 2015* | ||||||||||
| A-13 | Intentionally Deleted | |||||||||||||
| A-14 | 382 | 0000 Xxxx Xxxxxxx 00, Xxxxxxxxx, XX 00000 | June 22, 2016 | 2017 | ||||||||||
| A-15 | 46 | 000 Xxxxxxx 00 Xxxxx, Xxxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-16 | 151 | 0000 Xxxxxxxxxx Xxxxx, Xxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-17 | 89 | 000 Xxxxx Xxxx, Xxxxxx (Xxx Xxxxx), XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-18 | 47 | 0000 Xxxxxxx Xx. Xxxxxx Xx., Xxxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-19 | 108 | 0000 Xxxx Xxxxxx Xxxxx, Xxx Xxxxx, XX 00000 | January 17, 2019 | 2015 | ||||||||||
| A-20 | 172 | 000 Xxxxx XxXxxxxx Xxxx., Xxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-21 | 211 | 000 Xxxxx Xxxxx, Xxxxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-22 | 8 | 0000 X. Xxxxxxx 00, Xxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-23 | 14 | 000 X. Xxxxx Xxxx., Xxx Xxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
| A-24 | 208 | 0000 Xxxxxxxx Xxxxx, Xxxxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
A-25 | 24 | 000 XX Xx. 00, XX, Xxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
A-26 | 15 | 0000 Xxxx Xxxx, Xxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
A-27 | 58 | 0000 Xxxxxxx Xxx Xxxxx, Xxxxxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
A-28 | 212 | 0 Xxxxxxxx Xxxx, Xxxxxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
A-29 | 3 | 000 Xxxxxxxxx Xxxx., Xxxxxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
A-30 | 117 | 00000 Xxx Xxxxxxx Xxxx,. Xxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
A-31 | 49 | 0000 X. Xxxxxx Xxxxxx, Xxxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
A-32 | 60 | 0000 X Xxxxxxx 00, Xxxxxx (Xxxx Xxxx Xxxx), XX 00000 | June 9, 2015 | 2015 | ||||||||||
A-33 | 143 | 0000 Xxxxxxx Xxxxx Xx., Xxxxxxxxxx, XX 00000 | June 9, 2015 | 2015 | ||||||||||
A-34 | 176 | 00000 Xxxxx Xxxx Xxx, Xxxxx Xxxx (Xxxxxxx Xxxx ), XX 00000 | June 9, 2015 | 2015 | ||||||||||
A-35 | 339 | 00000 Xxxx Xxxx Xxxx, Xxxxxxx, XX 00000 | May 30, 2007 | 2012 | ||||||||||
A-36 | 187 | 4000 0-00 Xxxxxxx Xx., Xxxx (Xxxxxxxx), XX 00000 | June 9, 2015 | 2015 | ||||||||||
[See attached copies.]
Exhibit A-13 | ||
INTENTIONALLY DELETED
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