EXHIBIT D
AMENDMENT TO LEASE AGREEMENT
THIS AMENDMENT TO LEASE AGREEMENT (the "Amendment") is made and entered
into by and between Central Manufacturing, Inc., an Alabama corporation
("Lessor") previously known as Cigarette Racing Team, Inc., an Alabama
corporation and Cigarette Racing Team, Inc., a Florida corporation ("Lessee")
previously known as New CRT, Inc., a Florida corporation, as of this _____ day
of ___________, 1999, for purposes of amending that certain Lease dated May 26,
1994 (the "Lease") by and between Cigarette Racing Team, Inc., an Alabama
corporation, as lessor, and New CRT, Inc., a Florida corporation, as lessee.
WITNESSETH:
WHEREAS, Lessor and Lessee have agreed to modify the terms and provisions
of the Lease and to enter into this Amendment to evidence their agreement; and
NOW, THEREFORE, the parties hereto, for and in consideration of the mutual
premises set forth herein and in the Lease, and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledge, do
hereby agree as follows:
1. Upon the full execution of this Amendment and as additional
consideration for Lessor's execution of this Amendment, Lessee shall
simultaneously deliver to Lessor the amount of Fifty Thousand Four Hundred Eight
and No/100ths Dollars ($50,408.00) in satisfaction of Lessee's obligation to
reimburse Lessor for costs and expenses associated with Lessor's procurement of
insurance for the Premises during the 1997/1998 period during which Lessee was
obligated to provide such insurance, but did not so provide.
2. Section 2 of the Lease is hereby deleted in its entirety and replaced by
the following:
Term. TO HAVE AND TO HOLD the Leased Premises unto Lessee for a term (the
"Term") commencing on the Effective Time of the merger contemplated under
that certain Agreement and Plan of Merger by and among Alchemy Holdings,
Inc., a Florida corporation, Cigarette Boats, Inc., a Delaware corporation
and Lessee dated the ____ day of ________, 1999 (the "Commencement Date")
and ending on the first anniversary of the Commencement Date.
It is the intent of the parties that there be no Option to Extend the Term
of the Lease.
3. Section 3 of the Lease is hereby deleted in its entirety and replaced by
the following:
(a) Subject to adjustment as may be provided for herein, Lessee covenants
and agrees, without demand and without deduction or setoff of any kind, to pay
Lessor, at Lessor's address hereinafter specified for receipt of notices or at
such other address as Lessor from time to time may designate in writing, rent,
together with all applicable sales tax thereon, for the Leased Premises during
the Term of the Lease in such amounts as Lessor may deem reasonably necessary to
enable Lessor to utilize such funds to pay, when due, all real estate taxes,
assessments and all other charges of any other kind described in Section 7 of
this Lease, payable by Lessee to Lessor in monthly installments, in advance, on
or before the first day of each and every calendar month during the Term,
commencing on the Commencement Date, and, if in Lessor's sole and absolute
discretion Lessee is not in full compliance with the terms and provisions of
this Lease concerning repair, maintenance, and insurance of the Leased Premises,
such amounts as Lessor may
deem reasonably necessary therefor, payable either in lump sum or in monthly
installments at Lessor's sole and absolute discretion, in advance, on or before
the first day of each and every calendar month during the Term, commencing on
the Commencement Date. If the Commencement Date occurs on other than the first
day of a calendar month, rent for the partial month between the Commencement
Date and the last day of the calendar month during which the Commencement Date
occurs shall be prorated on a daily basis as determined by Lessor, and shall be
payable in advance on or before the Commencement Date.
(b) Without derogation of any other rights Lessor may have under the Lease,
Lessee's failure to comply with any of the requirements set forth in the Lease
concerning the delivery to Lessor of certificates of insurance, proof of
payments of insurance premiums, or any other evidence of insurance that may be
requested by Lessor in Lessor's sole and absolute discretion shall be cause for
Lessor's immediate demand of payment from Lessee sufficient therefore, which
shall thereupon be due in full to Lessor.
(c) All amounts due from Lessee to Lessor hereunder shall be deemed rent,
and Lessee's failure to pay any such amount to Lessor when required hereunder
shall be deemed an event of default under the Lease.
(d) Lessor shall provide to Lessee, by telecopy notice to Lessee's office,
or by other methods permitted in Section 31 of the Lease, at least three (3)
days prior to the first day of each month for which there is to be a change in
the rent payment from the prior month, an invoice setting forth the new rent
amount. Lessor shall deliver to Lessee at Lessor's earliest convenience an
invoice setting forth the rent that shall be paid by Lessee for the first
monthly payment, or prorated portion thereof.
4. Section 7(a) of the Lease is hereby modified to provide that Lessor
shall remit payment for those items specified therein for which Lessor has
billed and collected funds therefor from Lessee. Lessee shall bear
responsibility for the payment of all other items specified therein.
5. The first sentence of Section 7(b) is hereby deleted.
6. In the first sentence of Section 16(b), the dollar amount of
"$3,000,000.00" shall be replaced by the dollar amount of "$4,000,000.00."
7. The names and addresses provided in Section 31 shall be deleted and
replaced by the following:
If to Lessor, at:
Central Manufacturing, Inc.
_________________________________
_________________________________
Attn: ___________________________
If to Lessee, at:
Cigarette Racing Team, Inc.
_________________________________
_________________________________
Attn: ___________________________
-2-
8. Section 32 of the Lease is hereby deleted in its entirety and replaced
with the following:
Should Lessee hold over the Leased Premises or any part thereof after the
expiration of the Term, such tenancy shall constitute a month to month
tenancy on the same terms and conditions; provided, however, that rent
shall be payable in the amount of $25,000.00 per month for the duration
thereof, plus all applicable sales tax.
9. Section 40 of the Lease is hereby deleted in its entirety and there
shall be no right of first refusal for the benefit of Lessee.
10. Notwithstanding the foregoing, all terms of the Lease not amended
pursuant to this Amendment shall remain in full force and effect throughout the
entire Term of the Lease.
11. Unless specifically defined in this Amendment, all capitalized terms
shall be defined as set forth in the Lease.
IN WITNESS WHEREOF, the undersigned hereunto have set their hands this
_________ day of ________, 1999.
Lessor:
Signed, sealed and delivered Central Manufacturing, Inc.
in the presence of:
______________________________ By:________________________
Witness
Print Name:________________
As its:____________________
______________________________
Witness
Lessee:
Signed, sealed and delivered Cigarette Racing Team, Inc.
in the presence of:
______________________________ By:________________________
Witness
Print Name:________________
As its:____________________
______________________________
Witness
STATE OF FLORIDA )
) SS.
COUNTY OF _________ )
The foregoing instrument was acknowledged before me this ______ day of
________________, 1999, by __________________________ as _______________________
of Central Manufacturing, Inc., an Alabama corporation, on behalf of the
corporation. He/she is personally known to me or has produced as identification.
___________________________
(Notary Signature)
(NOTARY SEAL) ___________________________
(Notary Name Printed)
NOTARY PUBLIC
Commission No. ___________
STATE OF FLORIDA )
) SS.
COUNTY OF _________ )
The foregoing instrument was acknowledged before me this
______ day of ________________, 1999, by __________________________ as
_______________________ of Cigarette Racing Team, Inc., an Alabama corporation,
on behalf of the corporation. He/she is personally known to me or has produced
as identification.
___________________________
(Notary Signature)
(NOTARY SEAL) ___________________________
(Notary Name Printed)
NOTARY PUBLIC
Commission No. ___________
