EXHIBIT 10.41
FIRST AMENDMENT TO MASTER LEASE
THIS FIRST AMENDMENT TO MASTER LEASE (this "Amendment") is made as of
February 1, 2002, by and between DOUBLE 9 PROPERTY IV LLC, a Delaware limited
liability company ("Lessor"), whose address is c/o U.S. Realty Advisors, LLC,
0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000, and DOE FAMILY II LLC, a
Massachusetts limited liability company ("Lessee"), whose address is 000 Xxxxxxx
Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000.
PRELIMINARY STATEMENTS
Lessor and Lessee entered into that certain Master Lease, dated as of
December 4, 2001 (the "Lease"). Unless otherwise expressly provided herein, all
defined terms used in this Amendment shall have the meanings ascribed to them in
the Lease.
Lessor and Lessee desire to amend the Lease to add the properties
located at 0000 Xxxxx Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxx Xxxxxxxxx (FFC No.
8001-3358, Store No. 3031) and 000X Xxxx Xxxx Xxxxxx, Xxxxxxx, Xxxxxxxxxxxxx
(FFC No. 8001-3347, Store No. 2043) (collectively, the "New Properties").
AGREEMENT
In consideration of the mutual covenants and provisions of this
Amendment, the parties agree as follows:
1. AMENDMENT. A. Exhibit A of the Lease is hereby amended to delete
such Exhibit originally attached to the Lease and substitute in lieu thereof the
Exhibit A attached to this Amendment.
B. Exhibit A-1 of the Lease is hereby amended to add thereto the legal
descriptions attached as Exhibit A-1 to this Amendment.
C. The definition of "Base Annual Rental" in Section 1 of the Lease is
hereby amended to read as follows from and after the date of this Amendment:
"Base Annual Rental" means $1,850,276.16, subject to the increases
provided in Section 5.B.
2. REPRESENTATIONS AND WARRANTIES. All representations and warranties
of Lessee in the Lease with respect to the properties covered by the Lease
(including, without limitation, those contained in Sections 7 and 16 of the
Lease) are hereby made by Lessee as of the date hereof with respect to the New
Properties.
3. RATIFICATION. Except as otherwise expressly set forth in this
Amendment, the Lease is unmodified and in full force and effect.
4. COUNTERPARTS. This Amendment may be executed in one or more
counterparts, each of which shall be deemed an original.
5. LIABILITY LIMITATION. The liabilities and obligations of Lessor and
Lessee under this Amendment are subject to the provisions of Section 36 of the
Lease, the terms of which are incorporated herein by this reference.
2
IN WITNESS WHEREOF, Lessor and Lessee have entered into this Amendment
as of the date first above written.
LESSOR:
DOUBLE 9 PROPERTY IV LLC, a Delaware
limited liability company
By Double 9 Equity IV LLC, a Delaware
limited liability company, its
member manager
By: /s/ Xxxxxx X. Xxxxxx
-----------------------------------
Xxxxxx X. Xxxxxx
Its Vice President, Assistant
Secretary and Assistant Treasurer
LESSEE:
DOE FAMILY II LLC, a Massachusetts
limited liability company
By: /s/ Xxxxxxx X. Xxx, Xx.
-----------------------------------
Xxxxxxx X. Xxx, Xx.
A Manager
CONSENTED TO:
GE CAPITAL FRANCHISE FINANCE
CORPORATION, a Delaware corporation
By: /s/ Xxxx X. Xxxxxx
-----------------------------------
Printed Name: Xxxx X. Xxxxxx
Its: Vice President
The undersigned are joining in the execution and delivery of this
Amendment to evidence their consent to the terms and conditions of this
Amendment and to confirm that this Amendment is included within the definition
of "Documents" set forth in that certain Unconditional Guaranty of Payment and
Performance dated as of December 4, 2001, executed by the undersigned for the
benefit of Lessor.
99 BOSTON, INC.,
a Massachusetts corporation
By: /s/ Xxxxxxx X. Xxx, Xx.
-----------------------------------
Xxxxxxx X. Xxx, Xx.
Its President
99 WEST, INC.,
a Massachusetts corporation
By: /s/ Xxxxxxx X. Xxx, Xx.
-----------------------------------
Xxxxxxx X. Xxx, Xx.
Its President
STATE OF NEW YORK ]
] SS.
COUNTY OF NEW YORK ]
The foregoing instrument was acknowledged before me on January 31st,
2002 by Xxxxxx X. Xxxxxx, Vice President, Assistant Secretary and Assistant
Treasurer of Double 9 Equity IV LLC, a Delaware limited liability company,
member manager of Double 9 Property IV LLC, a Delaware limited liability
company, on behalf of the limited liability company.
/s/ Xxxxxxx X. Xxxx
----------------------------------------
Notary Public
My Commission Expires:
----------------------------------------
STATE OF MASSACHUSETTS ]
] SS.
COUNTY OF MIDDLESEX ]
The foregoing instrument was acknowledged before me on January 31, 2002
by Xxxxxxx X. Xxx, Xx., a Manager of Doe Family II LLC, a Massachusetts limited
liability company, on behalf of the limited liability company.
/s/
----------------------------------------
Notary Public
My Commission Expires:
11/2/2002
----------------------------------------
STATE OF ARIZONA ]
] SS.
COUNTY OF MARICOPA ]
The foregoing instrument was acknowledged before me on February 1, 2002
by Xxxx X. Xxxxxx, Vice President of GE Capital Franchise Finance Corporation, a
Delaware corporation, on behalf of the corporation.
/s/ Xxxx X. Xxxxxxxx
----------------------------------------
Notary Public
My Commission Expires:
----------------------------------------
STATE OF MASSACHUSETTS ]
] SS.
COUNTY OF MIDDLESEX ]
The foregoing instrument was acknowledged before me on January 31, 2002
by Xxxxxxx X. Xxx, Xx., a Manager of Doe Family II LLC, a Massachusetts limited
liability company, on behalf of the limited liability company.
/s/
----------------------------------------
Notary Public
My Commission Expires:
11/2/2002
----------------------------------------
STATE OF MASSACHUSETTS ]
] SS.
COUNTY OF MIDDLESEX ]
The foregoing instrument was acknowledged before me on January 31, 2002
by Xxxxxxx X. Xxx, Xx., a Manager of Doe Family II LLC, a Massachusetts limited
liability company, on behalf of the limited liability company.
/s/
----------------------------------------
Notary Public
My Commission Expires:
11/2/2002
----------------------------------------
EXHIBIT A
PROPERTIES
EXHIBIT A
Pool 4
FFC # STORE # ADDRESS CITY STATE
8001-3344 2039 000 Xxxx Xxxxx Xxxxxx Xxxxxxx XX
0000-0000 3032 00 Xxxxxxx Xxxxxx Xxxxxx XX
0000-0000 2041 000 Xxxxx Xxxxxx Xxxxxxx XX
0000-0000 3031 0000 Xxxxx Xxxxxx Xxxxxx Xxxxxxxxxx XX
0000-0000 2043 000X Xxxx Xxxx Xxxxxx Xxxxxxx XX
0000-0000 2042 0000 X. Xxxxxxxxxx Xxxxxx Xxxxx Xxxxxxxxx XX
0000-0000 3033 000 Xxxxxxxxxx Xxxxxx Xxxxxx XX
0000-0000 3020 000 Xxxxxxxxx Xxxx Xxxxxx XX
0000-0000 3002 000 Xxxxxx Xxxxxx (Xx 000) Xxxxxxx XX
EXHIBIT A-1
NEW PROPERTY
LEGAL DESCRIPTION
The land, with the buildings and improvements thereon, situated on the
northerly side of East Main Street (Route 16), in Milford, Worcester County,
Massachusetts, and being shown as Lot 17H on a plan of land entitled: "Plan of
Land in Milford, Mass. Property of: Xxxxxx X. Xxxxxx & Xxxxxxx X. Xxxxxxx,
Trustees of Quarry Square Realty Trust" ("Xxxxxx"), Scale: 20 feet to an inch,
Date: August 3, 1994, which plan is recorded with the Worcester District
Registry of Deeds in Plan Book 685, Plan 18, and to which plan reference is made
for a more particular description.
Said Lot 17H is conveyed with the benefit of:
An exclusive right and easement for use of the northern
two-thirds of that area, shown on the Plan as "Access, Utility and
Parking Easement Area = 17,797 +/- s.f." north of the northern bound of
Lot 17H, as twenty-six parking spaces, more or less, and at the western
end, site for a dumpster, which improvements are shown on the Guerriere
and Xxxxxx, Inc. Site and Resource Area Plan (the "Site Plan") dated
June 29, 1994, and a non-exclusive access and utility easement over the
southern third of said Area.
An exclusive right to use those parking spaces shown on Site Plan
aforesaid which lie in the area shown on the Plan as that portion of
the 17,797 s.f. Access, Utility & Parking Easement Area east of the
143.75' easterly lot line of Lot 17H, and a non-exclusive right to use
the Easement Area east of the 143.75' easterly lot line of Lot 17H for
utility purposes. Xxxxxx retains exclusive right to erect and maintain
signage on this area.
Non-exclusive easements for pedestrian and vehicular access
and for above and below ground installation, maintenance and repair of
drainage and utility systems, over those areas of the Plan shown as
"Access and Utility Easement Area = 10,419 +/- s.f" and "Access and
Utility Easement Area = 7550 +/- s.f."
A non-exclusive easement to discharge water into that area
shown on the Plan as "Drainage Easement, 400 +/- s.f." This easement
may be relocated by Xxxxxx with prior notice to, but without consent
of, Xxxxxxx X. Xxx, Xx., Xxxx X. Xxx and Xxxxxxx X. Xxx, Trustees of
Doe Family Trust II under Declaration of Trust dated September 16,
1992, provided that written approval of said relocation of easement has
first been obtained from the Milford Conservation Commission.
FFC No. 8001-3347
Store No. 2043
Milford, MA
PARCEL I
A certain tract or parcel of land located in Manchester, Hillsborough County,
New Hampshire, bounded and described as follows:
Commencing at a point on the easterly side of Auto Center Road, so-called, which
point is the northwest corner of New Lot 2 as shown on the Plan hereinafter
referred to; thence running along the easterly side of Auto Center Road North 0
degrees 36' 15" East a distance of 23.84 feet to a stone bound; thence running
along the easterly side of Auto Center Road North 02 degrees 2' 11" East a
distance of 165.44 feet to a stone bound; thence continuing along Auto Center
Road along a curve to the right having a radius of 193.00 feet and a length of
48.75 feet to a stone bound: thence North 83 degrees 30' 00" a distance of
176.45 feet to a stone bound; thence South 09 degrees 13' 20" East a distance of
200 feet along land now or formerly of 0000 Xxxxx Xxxxxx Xxxxxx Corp. to a stone
bound; thence South 80 degrees 46' 40" West a distance of 49.95 feet to a stone
bound; thence South 73 degrees 16' 09" West a distance of 179.64 feet to the
point of beginning.
Meaning and intending to convey Lot 4 as shown on "Resubdivision Plan of Xxx 0,
X & X Xxxxxx, Xxxx Xxxxxx Xxxx, Xxxxxxxxxx, Xxx Xxxxxxxxx", dated June 1988,
revised July 5, 1988 and recorded with the Hillsborough County Registry of Deeds
as Plan No. 22487.
PARCEL II
A certain tract or parcel of land in Manchester, Hillsborough County, New
Hampshire with the buildings and improvements thereon, bounded and described as
follows:
Commencing at a point of the westerly side of South Willow Street, also known as
New Hampshire Route 28, said point being located fifty (50) feet southerly from
the southeasterly corner of land formerly of Xxxxxx Xxxx, said fifty-(50)-foot
strip having been reserved for a proposed street; thence running Southerly along
South Willow Street for a distance of two hundred (200) feet to a stake; thence
westerly at right angles for a distance of three hundred fifty (350) feet, more
or less, to an iron pin found; thence northerly at right angles two hundred
(200) feet by land now or formerly of Q.C. Rentals, Inc. to a stake; thence
easterly at right angles three hundred fifty (350) feet, more or less, by
property now or formerly of Xxxxx and Philo and passing through an iron pin
found and running to the said South Willow Street at the point of beginning.
For informational purposes only, the premises are presently identified on the
City of Manchester Assessor's Map 874 as Lots 11A and 6.
FFC 0000-0000
Xxxxxxxxxx, XX
