THIRD AMENDMENT TO GROUND LEASE
THIRD AMENDMENT TO GROUND LEASE dated as of December 29, 2000, (the
"Third Amendment"), to the Ground Lease dated as of November 30, 1984, (the
"Ground Lease") by and between XXXXXXXX XXXXX, INC. ("Landlord"), a Delaware
corporation, and COGENTRIX EASTERN CAROLINA, LLC ("Tenant"), a North Carolina
limited liability company and the successor to Cogentrix Carolina Leasing
Corporation. Terms used herein that are not defined are used as defined in the
Ground Lease.
W I T N E S S E T H:
- - - - - - - - - -
WHEREAS, the Landlord and Tenant have agreed to extend the initial term
of the Ground Lease.
NOW, THEREFORE, in consideration of the mutual agreements contained
herein and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Landlord and Tenant hereby agree as follows:
1. Amendments to Ground Lease. The Ground Lease is hereby amended by
deleting Section 2.1 in its entirety and substituting the following therefor:
Section 2.1 The initial term of this Lease shall commence as
of the 30th day of November, 1984 (the "Commencement Date") and, unless
extended pursuant to the following Section 2.2.1 through 2.2.4, shall
end at midnight on March 31, 2002.
2. Full Force and Effect. Except as modified hereby, by the First
Amendment to Ground Lease dated December 16, 1991, and by the Second Amendment
to Ground Lease dated July 6, 2000, the Ground Lease has not been amended or
modified and is and shall remain in full force and effect.
3. Definitions. Capitalized terms used herein and not otherwise defined
shall have the meanings assigned to them in the Ground Lease.
4. Counterparts. This Third Amendment may be executed in any number of
counterparts, each of which when so executed and delivered shall be deemed an
original, and it shall not be necessary in making proof of this Third Amendment
to produce or account for more than one such counterpart.
5. Governing Law. This Third Amendment and the Ground Lease, as
amended, shall be deemed to be contracts made under the laws of the State of
North Carolina and for all purposes shall be construed in accordance with the
laws of the State of North Carolina.
IN WITNESS WHEREOF, the undersigned have each caused this Third Amendment to be
duly executed by the duly authorized officers and their corporate seal to be
here unto affixed and attached, all as of the year and day first above written.
XXXXXXXX XXXXX, INC.
By: __________________________________
Title: _______________________________
ATTEST:
By: __________________________________
Title:________________________________
[Corporate Seal]
COGENTRIX EASTERN CAROLINA, LLC
By: Cogentrix of North Carolina, Inc. , its Manager
By: __________________________________
Title: _______________________________
ATTEST:
By: __________________________________
Title:________________________________
[Corporate Seal]
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