EXHIBIT 10(i)
January 1, 1994
Xx. Xxxx X. Xxxxxxx, Xx.
Xx. Xxxxxxx X. Xxxxxxx
00 Xxxxx Xxxx
Xxxxxxx, XX
Gentlemen:
This letter will set forth the terms of the modification of a
letter agreement dated February 23, 1979 among Main Street South Corporation,
a Connecticut corporation ("MSSC"), Xxxx X. Xxxxxxx, Xx., and Xxxxxxx X.
Xxxxxxx (Xxxx X. Xxxxxxx, Xx., and Xxxxxxx X. Xxxxxxx are collectively
referred to as the "Brennans" for purposes of this agreement) to organize and
operate a joint venture relating to certain property acquired from Grand
Street Metal Products Company. MSSC has acquired from the Brennans as of the
date of this letter a one-sixth (1/6) undivided interest in the remaining
property of the joint venture, being that parcel, together with improvements
thereon, described on Schedule A hereto, so that MSSC now owns a two-thirds
(2/3) undivided interest in said property and the Brennans now own a
one-third (1/3) undivided interest therein.
The letter agreement is hereby modified and amended as follows:
1. The last sentence of paragraph 3 is deleted and the
following sentence is substituted therefor effective as of the date of this
letter:
Additional capital contributions shall be made two-thirds
(2/3) by MSSC and one-third (1/3) by the Brennans, at such times
and upon such terms and conditions as shall be agreed upon by MSSC
and the Brennans.
2. Paragraph 4 is deleted effective as of the date of this
letter and the following is substituted therefor:
MSSC shall be entitled to receive sixty-six and two third
percent (66 2/3%) of the profits, losses and capital distributions
of the joint venture and the Brennans collectively shall be
entitled to receive thirty-three and one-third percent (33 1/3%)
of the profits, losses and capital distributions of the joint
venture.
3. Paragraph 5 is deleted effective as of the date of this
letter and the following is substituted therefor:
All decisions relating to activities and operations of the
joint venture shall be determined by MSSC after consultation with
the Brennans.
Xx. Xxxx X. Xxxxxxx, Xx. January 1, 1994
Xx. Xxxxxxx X. Xxxxxxx Page Two
4. The letter agreement shall remain in full force and effect
as herein modified and amended, this amendment being binding upon the parties
hereto, their heirs, executors, administrators, successors and assigns.
If the foregoing properly reflects our understanding regarding
the amendment of our joint venture agreement, please sign both copies of this
letter and return one executed copy to the undersigned.
Very truly yours,
MAIN STREET SOUTH CORPORATION
By _____________________________
Its
Agreed to and accepted this ______ day of ______________________, 1994.
/s/Xxxx X. Xxxxxxx, Xx.
________________________________
Xxxx X. Xxxxxxx, Xx.
/s/Xxxxxxx X. Xxxxxxx
________________________________
Xxxxxxx X. Xxxxxxx
Schedule A
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All that certain piece or parcel of land situated in the City of
Xxxxxxx, County of Fairfield, and State of Connecticut, bounded and described
as follows:
Commencing at a point on the easterly streetline of Canal Street, said
point being also the intersection of the easterly streetline of said Canal
Street and the northerly streetline of Wharf Street; thence,
N74" 30' 00"E, 171.19 feet along said Wharf Street to
a point along land now or formerly of the
Connecticut Department of Transportation (CDOT),
said point being also the intersection of the
northerly streetline of said Wharf Street and the
easterly streetline of Riverdale Avenue; thence,
N38 degrees 30' 31"W, 34.33 feet;
N61 degrees 37' 51"E, 164.95 feet to a point along the west
bank of the Housatonic River; said last two
bearings and distances being along land of said
CDOT; thence,
N23 degrees 53' 20"W, 118.04 feet;
N24 degrees 04' 59"W, 87.86 feet;
N14 degrees 08' 33"W, 99.59 feet;
N18 degrees 33' 28"W, 104.78 feet;
N11 degrees 51' 34"W, 80.33 feet;
N06 degrees 13' 38"W, 143.32 feet;
N19 degrees 30' 20"W, 36.54 feet;
N35 degrees 41' 13"W, 25.79 feet;
N17 degrees 54' 53"W, 69.03 feet;
N32 degrees 48' 16"W, 21.07 feet; thence, 16.22 feet along
a curve to the left having a radius of 15.00 feet;
thence,
S85 degrees 13' 31"W, 9.77 feet to a point on a bulkhead
retaining wall along the west bank of the
Housatonic River; said last twelve bearings and
distance being along the mean high water line of
said Housatonic River; thence,
N15 degrees 27' 21"W, 257.17 feet;
N34 degrees 22' 56"W, 15.65 feet to a point; said last two
bearings and distances being along said bulkhead
retaining wall; thence,
N26 degrees 23' 22"E, 16.26 feet to a point along the
southerly streetline of Cornell Street; thence,
S74 degrees 31" 26"W, 278.47 feet to a point along the
easterly streetline of Canal Street; said point
being also the intersection of the southerly
streetline of said Cornell Street and the easterly
streetline of said Canal Street; thence,
S15 degrees 05"E, 1,143.83 feet along the easterly
streetline of said Canal Street to the point or
place of beginning.
Said parcel contains 7.51 acres.
