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EXHIBIT 10.rr
ASSIGNMENT AND ASSUMPTION OF LEASES
THIS ASSIGNMENT AND ASSUMPTION OF LEASES (hereinafter referred to as this
"AGREEMENT"), made and entered into as of the 30th day of August, 1996, by and
between THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK, a New York corporation
(hereinafter referred to as "SELLER"), and OVERSEAS PARTNERS (AFC), INC., a
Georgia corporation (hereinafter referred TO AS "PURCHASER"),
WITNESSETH:
WHEREAS, Seller is the owner of certain improved real property (hereinafter
referred to as the "PROPERTY") located in the City of Atlanta, County of Xxxxxx,
State of Georgia, as more particularly described in EXHIBIT "A" attached hereto
and by this reference made a part hereof; and
WHEREAS, Seller has on even date conveyed the Property to Purchaser, and in
connection therewith Seller wishes hereby to transfer and assign to Purchaser
all of Seller's right, title and interest in and to certain leases related to
the Property as more particularly described below.
NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10.00) and
other good and valuable consideration, in hand paid by Purchaser to Seller, the
receipt and sufficiency of which are hereby acknowledged, Seller and Purchaser
hereby covenant and agree as follows:
1. ASSIGNMENT AND ASSUMPTION. Seller hereby transfers and assigns to
Purchaser all of Seller's right, title and interest in and to (i) the lease,
rental and occupancy agreements (hereinafter referred to collectively as the
"LEASES") described in EXHIBIT "B" attached hereto and by this reference made a
part hereof, and (ii) the leasing commission agreements (hereinafter referred to
collectively as the "COMMISSION AGREEMENTS") described in EXHIBIT "C" attached
hereto and by this reference made a part hereof. Purchaser hereby assumes
Seller's obligations and liabilities arising from and after the date of this
Agreement under both the Leases, and the Commission Agreements. Further,
Purchaser hereby agrees to indemnify Seller and hold Seller harmless from any
loss, damage, liability, cost or expense (including, without limitation, court
costs and attorney's fees) which Seller shall hereafter incur or have asserted
against it with regard to said obligations and liabilities assumed by Purchaser
in connection with the Leases and the Commission Agreements.
2. SELLER'S INDEMNITY. Seller hereby agrees to indemnify Purchaser and hold
Purchaser harmless from any loss, damage, liability, cost or expense (including,
without
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limitation, court costs and attorney's fees) which Purchaser shall hereafter
incur or have asserted against it in connection with obligations and liabilities
under the Leases and the Commission Agreements to the extent performance or
payment of such obligations and liabilities was due prior to the date of this
Agreement.
3. SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon and inure
to the benefit of Purchaser and Seller and their respective heirs, legal
representatives, successors and assigns.
IN WITNESS WHEREOF, Seller and Purchaser have executed this Agreement under
seal as of the date first above written.
SELLER:
THE MUTUAL LIFE INSURANCE COMPANY
OF NEW YORK, a New York corporation
By:/s/Xxxxx X. Xxxxxxx
--------------------------------
Xxxxx X. Xxxxxxx
Senior Vice President
ARES Realty Capital, Inc.
Authorized Signatory
[CORPORATE SEAL]
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[EXECUTION PAGE FOR ASSIGNMENT AND ASSUMPTION OF LEASES]
PURCHASER:
OVERSEAS PARTNERS (AFC), INC.,
a Georgia corporation
By:/s/ Xxxxx X. Xxxxxx
---------------------------------------
Name: Xxxxx X. Xxxxxx
Title: President
[CORPORATE SEAL]
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LEGAL DESCRIPTION OF LAND
PHASE I
ALL THAT TRACT OR PARCEL OF LAND lying and being in Land Xxxx 00 xxx 00, 00xx
Xxxxxxxx, Xxxx of Atlanta, Xxxxxx County, Georgia and being more particularly
described as follows:
TO FIND THE TRUE POINT OF BEGINNING, begin at the point formed by the
intersection of the northernmost right-of-way line of Highland Drive (a 50-foot
right-of-way with the easternmost right-of-way line of Peachtree Road (a
variable right-of-way being 80 feet at this point) and proceed thence in a
northerly direction along the aforesaid easternmost right-of-way line, following
the curvature thereof, a distance of 365.1 feet to an iron pin which is THE TRUE
POINT OF BEGINNING.
FROM THE TRUE POINT OF BEGINNING THUS ESTABLISHED proceed thence along the
aforesaid easternmost right-of-way line north 13(degree)43'08" east a distance
of 37.39 feet to a point on the aforesaid easternmost right-of-way line; proceed
thence along the aforesaid easternmost right-of-way line along an arc of a curve
to the right, an arc distance of 179.12 feet to a point, said arc being
subtended by a chord 178.99 feet in length and bearing north 20(degree)26'46"
east; proceed thence along the aforesaid easternmost right-of-way line north
26(degree)16'11" east a distance of 48.21 feet to a point on the aforesaid
easternmost right-of-way line; proceed thence along the aforesaid easternmost
right-of-way line north 28(degree)17'14" east 48.18 feet to a point on the
aforesaid easternmost right-of-way line; proceed thence along the aforesaid
easternmost right-of-way line north 30(degree)11'09" east a distance of 48.15
feet to a point on the aforesaid easternmost right-of-way line; proceed thence
north 32(degree)20'44" east a distance of 57.74 feet to a point on the aforesaid
easternmost right-of-way line; proceed thence along the aforesaid easternmost
right-of-way line north 55(degree)03'02" east a distance of 8.44 feet to a point
on the aforesaid easternmost right-of-way line; proceed thence along an arc of a
curve to the left, departing from the aforesaid easternmost right-of-way line,
an arc distance of 178.88 feet, said arc being subtended by a chord 178.87 feet
in length and bearing south 32(degree)44'02" east; proceed thence along an arc
of a curve to the left, an arc distance of 23.09 feet to a point, said arc being
subtended by a chord 23.09 feet in length and bearing south 31(degree)15'01"
east; proceed thence south 31(degree)11'25" west, a distance of 26.49 feet to a
point; proceed thence south 81(degree)18'35" east, a distance of 35.04 feet to a
point; proceed thence south 14(degree)08'05" east, a distance of 140.56 feet to
a point; proceed thence south 81(degree)21'18" east, a distance of 0.36 feet to
a point; proceed thence north 31(degree)11'25" east, a distance of 366.62 feet
to a point; proceed thence south 74(degree)31'03" east, a distance of 10.04 feet
to a point; proceed thence north 13(degree)51'45" west, a distance of 261.95
feet to a point; proceed thence north 48(degree)03'44" west, a distance of 95.71
feet to a point located on the aforesaid easternmost right-of-way line of
Peachtree Road; proceed thence along the aforesaid easternmost right-of-way line
north 39(degree)15'08" east, a distance of 142.28 feet to a point; proceed
thence south 13(degree)51'45" east, a distance of 1,104.35 feet to a point
located
EXHIBIT 'A'
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on the Land Lot line common to Land Xxxx 00 xxx 00 xx xxx 00xx Xxxxxxxx xx
Xxxxxx Xxxxxx, Xxxxxxx; proceed thence along the said common Land Lot line north
89(degree)37'06" west, a distance of 363.25 feet; proceed thence, departing from
said common Land Lot line, north 12(degree)49'09" west, a distance of 218.41
feet to a point; proceed thence north 79(degree)10'45" west, a distance of
356.72 feet to a point located on the aforesaid easternmost right-of-way line of
Peachtree Road, said point being the TRUE POINT OF BEGINNING, said tract or
parcel of land being more particularly shown as "Phase I" on that certain survey
by Xxxxxxx & Associates bearing the seal and certification of Xxxxxxx X. Xxxxxx,
Georgia Registered Land Surveyor No. 1946, prepared for Overseas Partners
Capital Corp., dated December 20, 1993, last revised August 27, 1996, and
bearing file no. 93153, which survey is incorporated herein by this reference.
LESS AND EXCEPT that portion of the above property conveyed by the following:
(1) Limited Warranty Deed from R-H Building Partners, Ltd., a Georgia limited
partnership, as to an undivided 50% interest and The Mutual Life Insurance
Company of New York a New York corporation, as to an undivided 50% interest,
together doing business as Atlanta Financial Center Associates, a Georgia Joint
Venture to The Department of Transportation of the State of Georgia, dated
December 22, 1986, filed for record December 23, 1986 at 1:41 p.m., recorded in
Deed Book 10513, Page 108, Records of Xxxxxx County, Georgia
(2) Limited Warranty Deed from Atlanta Financial Center Associates, a Georgia
joint venture composed of The Mutual Life Insurance Company of New York and R-H
Building Partners, Ltd., to the Department of Transportation of the State of
Georgia dated April 4, 1989, filed for record July 19, 1989 at 9:30 a.m.,
recorded in Deed Book 12667, Page 115, aforesaid Records.
TOGETHER WITH all easements appurtenant to the above property created by the
following:
(a) Parking Deck and Easement Agreement by and among Xxxxxxx X. Xxxxxx, Xxxxxx
X. Xxxxxx, Xxxxxx X. Xxxxxx, and X-X Building Partners, Ltd., dated July 15,
1981, recorded in Deed Book 7903, Page 165, aforesaid Records; as amended by
that certain Amendment of Parking Deck and Easement Agreement, dated July 15,
1981, recorded in Deed Book 7903, Page 385, aforesaid Records (said Amendment
having been terminated by Agreement dated September 20, 1982, recorded in Deed
Book 8255, Page 475, aforesaid Records); as further amended by Second Amendment
to Parking Deck and Easement Agreement, dated July 18, 1985, recorded in Deed
Book 9618, Page 37, aforesaid Records; as further amended by that certain Third
Amendment to Parking Deck and Easement Agreement, dated as of July 18, 1985,
recorded in Deed Book 10290, Page 389, aforesaid Records; as further amended by
that certain Declaration of Release dated December 22, 1986, recorded Deed Book
10561, Page 358, aforesaid Records; as further amended by that certain Fourth
Amendment to Parking Deck and Easement Agreement, dated as of August 11, 1988,
recorded in Deed Book 11790, Page 76, aforesaid Records.
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EXHIBIT 'A'
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(b) Reciprocal Easement Agreement by and among Xxxxxxxx-Xxxxxxxx Properties,
Inc., R-H Associates Bldg. II Corp. and Atlanta Financial Center Associates,
dated July 18, 1985, recorded in Deed Book 9618, Page 68, aforesaid Records; as
amended by that certain First Amendment to Reciprocal Easement Agreement, dated
as of July 18, 1985, recorded in Deed Book 10290, Page 411, aforesaid Records;
as further amended by that certain Declaration of Release, dated December 22,
1986, recorded in Deed Book 10561, Page 358, aforesaid Records; as further
amended by that certain Second Amendment to Reciprocal Easement Agreement, dated
as of August 11, 1988, recorded in Deed Book 11790, Page 69, aforesaid Records.
(c) Agreement by and among R-H Associates Bldg. II Corp., Atlanta Financial
Center Associates, Xxxxxxxx-Xxxxxxxx Properties, Inc. and the Department of
Transportation of the State of Georgia, dated July 18, 1985, recorded in Deed
Book 9618, Page 145, aforesaid Records; as amended by that certain Amendment to
Agreement dated as of July 18, 1985, recorded in Deed Book 10290, page 289,
aforesaid Records; the interest of R-H Associates Bldg. II Corp. thereunder
having been assigned to Two Atlanta Financial Center Associates by that certain
Assignment and Assumption (DOT Agreements), dated July 28, 1987, recorded in
Deed Book 10973, Page 179, aforesaid Records.
(d) Agreement Regarding Georgia 400 Extension, by and among R-H Associates Bldg.
II Corp., Xxxxxxxx-Xxxxxxxx Properties, Inc., Atlanta Financial Center
Associates, MONY Mortgage Investors, and The Mutual Life Insurance Company of
New York dated July 18, 1985, recorded in Deed Book 9623, Page 75, aforesaid
Records; as amended by that certain First Amendment to Agreement Regarding
Georgia Highway 400 Extension, dated as of July 18, 1985, recorded in Deed Book
10290, Page 419, aforesaid Records; the interest of R-H Associates Bldg. II
Corp. thereunder having been assigned to Two Atlanta Financial Center Associates
by that certain Assignment and Assumption (DOT Agreements) dated July 28, 1987,
recorded in Deed Book 10973, Page 179, aforesaid Records.
(e) Limited Warranty Deed from R-H Building Partners, Ltd., a Georgia limited
partnership, as to an undivided 50% interest and The Mutual Life Insurance
Company of New York, a New York corporation, as to an undivided 50% interest,
together doing business as Atlanta Financial Center Associates, a Georgia Joint
Venture to the Department of Transportation of the State of Georgia, dated
December 22, 1986, filed for record December 23, 1986 at 1:41 p.m., recorded in
Deed Book 10513, Page 108, aforesaid Records.
(f) Limited Warranty Deed from Atlanta Financial Center Associates, a Georgia
joint venture composed of The Mutual Life Insurance Company of New York and R-H
Building Partners, Ltd., to the Department of Transportation of the State of
Georgia, dated April 4, 1989, filed for record July 19, 1989 at 9:30 a.m.,
recorded in Deed Book 12667, Page 115, aforesaid Records.
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EXHIBIT 'A'
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PHASE II
ALL THAT TRACT OR PARCEL OF LAND lying and being in Land Xxx 00, 00xx Xxxxxxxx,
Xxxx xx Xxxxxxx, Xxxxxx Xxxxxx, Xxxxxxx and being more particularly described as
follows:
TO FIND THE TRUE POINT OF BEGINNING begin at a point formed by the intersection
of the easternmost right-of-way line of Peachtree Road (a variable right-of-way
being 80 feet at this point) with the northernmost right-of-way line of Highland
Drive (a 50-foot right-of-way) and proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line of Peachtree Road a distance
of 365.1 feet to a point; proceed thence in a northeasterly direction along the
aforesaid easternmost right-of-way line north 13(degree)43'08" east a distance
of 37.39 feet to a point; proceed thence along the aforesaid easternmost
right-of-way line, following the curvature thereof to the right, an arc distance
of 179.12 feet to a point, said arc being subtended by a chord 178.99 feet in
length and bearing north 20(degree)26'46" east; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
26(degree)16'11" east a distance of 48.21 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
28(degree)17'14" east a distance of 48.18 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
30(degree)11'09" east a distance of 48.15 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
32(degree)20'44" east a distance of 57.74 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
55(degree) 03'02" east a distance of 8.44 feet to a point, said point being THE
TRUE POINT OF BEGINNING.
FROM THE TRUE POINT OF BEGINNING THUS ESTABLISHED proceed thence along the
aforesaid easternmost right-of-way line north 55(degree)03'07" east a distance
of 18.02 feet to a point; proceed thence in a southeasterly direction along the
aforesaid easterly right-of-way line, following the curvature thereof to the
right, an arc distance of 7.77 feet to a point, said arc being subtended by a
chord 7.77 feet in length and bearing south 31(degree)52'33" east; thence leave
said right-of-way line and proceed in a southeasterly direction along the arc of
a curve to the left, an arc distance of 171.77 feet to a point, said arc being
subtended by a chord 171.77 feet in length and bearing south 32(degree)46'15"
east; proceed thence in a southeasterly direction along the arc of a curve to
the left, an arc distance of 14.05 feet to a point, said arc being subtended by
a chord 14.05 feet in length and bearing south 31(degree)08'45" east; proceed
thence north 31(degree)11'25" east a distance of 193.49 feet to a point; proceed
thence north 31(degree)11'25" east a distance of 3.77 feet to a point; proceed
thence south 74(degree)31'03" east a distance of 62.79 feet to a point; proceed
thence north 76(degree)11'25" east a distance of 74.14 feet to a point; proceed
thence south 13(degree)51'45" east a distance of 41.61 feet; proceed thence
north 74(degree)31'03" west a distance of 10.04 feet to a point; proceed thence
south 31(degree)11'25" west a distance of 366.62 feet to a point; proceed thence
north 81(degree)21'18" west a distance of 0.36 feet to a point; proceed thence
north 14(degree)08'05" west a distance of 14056 feet to a point; proceed thence
north 81(degree)18'35" west a distance of 35.04 feet to a point; proceed thence
north 31(degree)11'25" east a distance of 26.49 feet to a point; proceed thence
along the arc of a curve to the right an arc distance of 23.09 feet to a point,
said arc being subtended by a chord 23.09 feet in length and bearing north
31(degree)15'01" west; proceed thence
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EXHIBIT 'A'
8
along an arc of a curve to the right an arc distance of 178.88 feet to a point,
said arc being subtended by a chord 178.87 feet in length and bearing north
32(degree)44'02" west, said point being THE TRUE POINT OF BEGINNING, said tract
or parcel of land being more particularly shown as "Phase II" on that certain
survey by Xxxxxxx & Associates, bearing the seal and certification of Xxxxxxx X.
Xxxxxx, Georgia Registered Land Surveyor No. 1946, prepared for Overseas
Partners Capital Corp., dated December 20, 1993, last revised August 27, 1996,
and bearing file no. 93153, which survey is incorporated herein by this
reference.
LESS AND EXCEPT that portion of the above property conveyed by the following:
(1) Limited Warranty Deed from R-H Associates Bldg. II Corp. to the Department
of Transportation, dated December 22, 1986, recorded in Deed Book 10513, Page
127, aforesaid Records.
(2) Limited Warranty Deed from Two Atlanta Financial Center Associates, a
Georgia joint venture composed of The Mutual Life Insurance Company of New York
and R-H Associates Bldg. II Corp., to the Department of Transportation of the
State of Georgia, dated April 4, 1989, filed for record July 19, 1989 at 9:30
a.m., recorded in Deed Book 12667, Page 141, aforesaid Records.
TOGETHER WITH all easements appurtenant to the above property created by the
following:
(a) Parking Deck and Easement Agreement by and among Xxxxxxx X Xxxxxx, Xxxxxx X.
Xxxxxx, Xxxxxx X. Xxxxxx, and X-X Building Partners, Ltd., dated July 15, 1981,
recorded in Deed Book 7903, Page 165, aforesaid Records; as amended by that
certain Amendment of Parking Deck and Easement Agreement, dated July 15, 1981,
recorded in Deed Book 7903, Page 385, aforesaid Records (said Amendment having
been terminated by Agreement dated September 20, 1982, recorded in Deed Book
8255, Page 475, aforesaid Records); as further amended by Second Amendment to
Parking Deck and Easement Agreement, dated July 18, 1985, recorded in Deed Book
9618, Page 37, aforesaid Records; as further amended by that certain Third
Amendment to Parking Deck and Easement Agreement, dated as of July 18, 1985,
recorded in Deed Book 10290, Page 389, aforesaid Records; as further amended by
that certain Declaration of Release dated December 22, 1986, recorded in Deed
book 10561, PAGE 358, aforesaid Records; as further amended by that certain
Fourth Amendment to Parking Deck and Easement Agreement, dated as of August 11,
1988, recorded in Deed Book 11790, Page 76, aforesaid Records.
(b) Reciprocal Easement Agreement by and among Xxxxxxxx-Xxxxxxxx Properties,
Inc., R-H Associates Bldg. II Corp. and Atlanta Financial Center Associates,
dated July 18, 1985, recorded in Deed Book 9618, Page 68, aforesaid Records; as
amended by that certain First Amendment to Reciprocal Easement Agreement, dated
as of July 18, 1985, recorded in Deed Book 10290, Page 411, aforesaid Records;
as further amended by that certain Declaration of Release, dated December 22,
1986, recorded in Deed Book 10561, Page 358, aforesaid Records; as further
amended by that certain Second Amendment to Reciprocal
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EXHIBIT 'A'
9
Easement Agreement, dated as of August 11, 1988, recorded in Deed Book 11790,
Page 69, aforesaid Records.
(c) Agreement by and among R-H Associates Bldg. II Corp., Atlanta Financial
Center Associates, Xxxxxxxx-Xxxxxxxx Properties, Inc. and the Department of
Transportation of the State of Georgia, dated July 18, 1985, recorded in Deed
Book 9618, Page 145, aforesaid Records; as amended by that certain Amendment to
Agreement dated as of July 18, 1985, recorded in Deed Book 10290, Page 289,
aforesaid Records; the interest of R-H Associates Bldg. II Corp. thereunder
having been assigned to Two Atlanta Financial Center Associates by that certain
Assignment and Assumption (DOT Agreements), dated July 28, 1987, recorded in
Deed Book 10973, Page 179, aforesaid Records.
(d) Agreement Regarding Georgia 400 Extension, by and among R-H Associates Bldg.
II Corp., Xxxxxxxx-Xxxxxxxx Properties, Inc., Atlanta Financial Center
Associates, MONY Mortgage Investors, and The Mutual Life Insurance Company of
New York dated July 18, 1985, recorded in Deed Book 9623, Page 75, aforesaid
Records; as amended by that certain First Amendment to Agreement Regarding
Georgia Highway 400 Extension, dated as of July 18, 1985, recorded in Deed Book
10290, Page 419, aforesaid Records; the interest of R-H Associates Bldg. II
Corp. thereunder having been assigned to Two Atlanta Financial Center Associates
by that certain Assignment and Assumption (DOT Agreements) dated July 28, 1987,
recorded in Deed Book 10973, Page 179, aforesaid Records.
(e) Limited Warranty Deed from Atlanta Financial Center Associates, a Georgia
joint venture composed of The Mutual Life Insurance Company of New York and R-H
Building Partners, Ltd., to the Department of Transportation of the State of
Georgia dated April 4, 1989, filed for record July 19, 1989 at 9:30 am.,
recorded in Deed Book 12667, Page 127, aforesaid Records.
(f) Limited Warranty Deed from Two Atlanta Financial Center Associates, a
Georgia joint venture composed of The Mutual Life Insurance Company of New York
and R-H Associates Bldg. II Corp., to the Department of Transportation of the
State of Georgia, dated April 4, 1989, filed for record July 19, 1989 at 9:30
a.m., recorded in Deed Book 12667, Page 141, aforesaid Records.
PHASE III
All that tract or parcel of land lying and being in Land Xxx 00, 00xx Xxxxxxxx,
Xxxx xx Xxxxxxx, Xxxxxx Xxxxxx, Xxxxxxx and being more particularly described as
follows:
TO FIND THE TRUE POINT OF BEGINNING begin at a point formed by the intersection
of the easternmost right-of-way line of Peachtree Road (a variable right-of-way
being 80 feet at this point) with the northernmost right-of-way line of Highland
Drive (a 50-foot right-of-way proceed thence in a northeasterly direction along
the aforesaid easternmost right-of-way line a distance of 365.1 feet to a point;
proceed thence along the aforesaid easternmost right-of-way line north
13(degree)43'08" east a distance of 37.39 feet to a point; proceed thence
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EXHIBIT 'A'
10
along the aforesaid easternmost right-of-way line, following the curvature
thereof to the right, an arc distance of 179.12 feet to a point, said arc being
subtended by a chord 178.99 feet in length and bearing north 20(degree)26'46"
east; proceed thence in a northeasterly direction along the aforesaid
easternmost right-of-way line north 26(degree)16'11" east a distance of 48.21
feet to a point; proceed thence in a northeasterly direction along the aforesaid
easternmost right-of-way line north 28(degree)17'14" east a distance of 48.18
feet to a point; proceed thence in a northeasterly direction along the aforesaid
easternmost right-of-way line north 30(degree)11'09" east a distance of 48.15
feet to a point; proceed thence in a northeasterly direction along the aforesaid
easternmost right-of-way line north 32(degree)20'44" east a distance of 57.74
feet to a point; proceed thence in a northeasterly direction along the aforesaid
easternmost right-of-way line north 55(degree)03'02" east a distance of 8.44
feet to a point; proceed thence in a northeasterly direction along the aforesaid
easternmost right-of-way line north 55(degree)32'07" east a distance of 18.02
feet to a point; proceed thence in a southeasterly direction along the aforesaid
easternmost right-of-way line, following the curvature thereof to the left, an
arc distance of 7.77 feet to a point, said arc being subtended by a chord 7.77
feet in length and bearing south 31(degree)52'33" east; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
35(degree)10'06" east a distance of 74.16 feet to a point; proceed thence in a
southeasterly direction along the aforesaid easternmost right-of-way line south
58(degree)48'33" east a distance of 6.36 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
31(degree)11'26" east a distance of 10.05 feet to a point; proceed thence in a
southeasterly direction along the aforesaid easternmost right-of-way line south
58(degree)48'29" east a distance of 19 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
31(degree)11'26" east a distance of 24.83 feet to a point; proceed thence in a
northwesterly direction along the aforesaid easternmost right-of-way line north
58(degree)48'44" west a distance of 19 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easterly right-of-way line north
31(degree)11'23" east a distance of 22.01 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easterly right-of-way line north
40(degree)58'56" east a distance of 74.76 feet to a point, said point being THE
TRUE POINT OF BEGINNING.
FROM THE TRUE POINT OF BEGINNING THUS ESTABLISHED proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
21(degree)19'11" west a distance of 7.91 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
23(degree)34'11" east a distance of 38.38 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
40(degree)15'17" east a distance of 62.82 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
39(degree)15'08" east a distance of 49.32 feet to a point; thence leave said
right-of-way line and proceed thence south 48(degree)03'44" east a distance of
95.71 feet to a point; proceed thence south 13(degree)51'45" east a distance of
220.34 feet to a point; proceed thence south 76(degree)11'25" west a distance of
74.14 feet to a point; proceed thence north 74(degree)31'03" west a distance of
62.79 feet to a point; proceed thence south 31(degree)11'25" west a distance of
3.77 feet to a point; proceed thence in a northwesterly direction along the arc
of a curve to the right, an arc distance of 131.99 feet to a point, said arc
being subtended by a chord 131.97 feet in length and bearing north
26(degree)58'00" west to a point; proceed thence north 21(degree)19'11" west a
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EXHIBIT 'A'
11
distance of 38.37 feet to a point; said point being THE TRUE POINT OF BEGINNING,
said tract or parcel of land being more particularly shown as "Phase III" on
that certain survey prepared by Xxxxxxx X. Xxxxxx, Georgia Registered Land
Surveyor no. 1946, prepared for Overseas Partners Capital Corp., dated December
20, 1993, last revised August 27, 1996, and bearing file no. 93153, which survey
is incorporated herein by this reference.
LESS AND EXCEPT that portion of the above property conveyed by that certain
Limited Warranty Deed from R-H Associates Bldg. III Corp., a Georgia corporation
to the Department of Transportation of the State of Georgia, dated April 4,
1989, filed for record July 19, 1989 at 9:30 a.m., recorded in Deed Book 12667,
Page 222, aforesaid Records.
TOGETHER WITH all easements appurtenant to the above property created by
the following:
(a) Parking Deck and Easement Agreement among Xxxxxxx X. Xxxxxx, Xxxxxx X.
Xxxxxx, Xxxxxx X. Xxxxxx and X-X Building Partners, Ltd., dated July 15, 1981,
recorded at Deed Book 7903, page 165, Xxxxxx County Records, as amended by
Amendment of Parking Deck and Easement Agreement dated July 15, 1981, recorded
at Deed Book 7903, page 385, said Amendment having been terminated by Agreement
dated September 20, 1982, recorded at Deed Book 8255, page 475, as further
amended by Second Amendment to Parking Deck and Easement Agreement dated July
18, 1985, recorded at Deed Book 9618, page 37, and Third Amendment to Parking
Deck and Easement Agreement dated as of July 18, 1985, recorded in Deed Book
10290, page 389 and Declaration of Release dated December 22, 1986, recorded at
Deed Book 10561, page 358, aforesaid records, as further amended by Fourth
Amendment to Parking Deck and Easement Agreement dated a of August 11, 1988,
recorded in Deed Book 11790, page 76, aforesaid records.
(b) Reciprocal Easement Agreement among Atlanta Financial Center Associates, R-H
Associates Bldg. II Corp. and Xxxxxxxx-Xxxxxxxx Properties, Inc., dated July 18,
1985, recorded in Deed Book 9618, page 68, aforesaid records, as amended by
First Amendment to Reciprocal Easement Agreement dated as of July 18, 1985,
recorded at Deed Book 10290, page 411, as further amended by Declaration of
Release dated December 22, 1986, recorded at Deed Book 10561, page 358,
aforesaid records, as amended by Second Amendment to Reciprocal Easement
Agreement dated as of August 11, 1988, recorded in Deed Book 11790, page 69,
aforesaid records.
(c) Agreement among R-H Associates Bldg. II Corp., Atlanta Financial Center
Associates, Xxxxxxxx-Xxxxxxxx Properties, Inc. and Department of Transportation
of State of Georgia, dated July 18, 1985, recorded at Deed Book 9618, page 145,
aforesaid records, as amended by Agreement dated as of July 18, 1985, recorded
at Deed Book 10290, page 289; the interest of R-H Associates Bldg. II Corp.
thereunder having been assigned to Two Atlanta Financial Center Associates by
that certain Assignment and Assumption (DOT Agreements), dated July 28, 1987,
recorded in Deed Book 10973, page 179, aforesaid records.
8
EXHIBIT 'A'
12
(d) Encroachment Easement Agreement by and between Xxxxxxxx-Xxxxxxxx Properties,
Inc. and Two Atlanta Financial Center Associates dated December 24, 1987,
recorded at Deed Book 11269, page 265, aforesaid records.
(e) Agreement Regarding Georgia 000 Xxxxxxx Xxxxxxxxx among R-H Associates Bldg.
II Corp., Xxxxxxxx-Xxxxxxxx Properties, Inc., Atlanta Financial Center
Associates, Trustees of Mony Mortgage Investors and The Mutual Life Insurance
Company of New York, dated as of July 18, 1985, recorded at Deed Book 9623, page
75, aforesaid records, as amended by First Amendment to Agreement Regarding
Georgia 000 Xxxxxxx Xxxxxxxxx dated as of July 18, 1985, recorded at Deed Book
10290, page 419, aforesaid records; the interest of RH Associates Bldg. II Corp.
thereunder having been assigned to Two Atlanta Financial Center Associates by
that certain Assign ment and Assumption (DOT Agreements), dated July 28, 1987,
recorded in Deed Book 10973, page 179, aforesaid records.
(f) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc. to Department
of Transportation of State of Georgia, dated July 18, 1985, recorded at Deed
Book 9618, page 288, aforesaid records, as corrected by Corrective Limited
Warranty Deed dated as of July 18, 1985, recorded at Deed Book 10290, page 372,
aforesaid records.
(g) Limited Warranty Deed from R-H Associates Bldg. III Corp., a Georgia
corporation to the Department of Transportation of the State of Georgia, dated
April 4, 1989, filed for record July 19, 1989 at 9:30 am., recorded in Deed Book
12667, page 222, aforesaid records.
PHASE IV
All that tract or parcel of land lying and being in Land Xxx 00, 00xx Xxxxxxxx,
Xxxx xx Xxxxxxx, Xxxxxx Xxxxxx, Xxxxxxx and being more particularly described as
follows:
TO FIND THE TRUE POINT OF BEGINNING begin at a point formed by the intersection
of the easternmost right-of-way line of Peachtree Road (a variable right-of-way
being 80 feet at this point) with the northernmost right-of-way line of Highland
Drive (a 50-foot right-of-way and proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line a distance of 365.1 feet;
proceed thence along the aforesaid easternmost right-of-way line, north
13(degree)43'08" east a distance of 37.39 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line,
following the curvature thereof to the right, an arc distance of 179.12 feet to
a point, said arc being subtended by a chord 178.99 feet in length and bearing
north 20(degree)26'46" east; proceed thence in a northeasterly direction along
the aforesaid easternmost right-of-way line north 26(degree)16'11" east a
distance of 48.21 feet to a point; proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line north 28(degree)17'14" east a
distance of 48.18 feet to a point; proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line north 30(degree)11'09" east a
distance of 48.15 feet to a point; proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line north 32(degree)20'44" east a
distance of 57.74 feet to a point; proceed thence in a northeasterly direction
along the aforesaid easternmost right-of-way line north 55(degree)03'02" east a
distance
9
EXHIBIT 'A'
13
of 8.44 feet to a point; proceed thence in a northeasterly direction along the
aforesaid easternmost right-of-way line north 55(degree)32'07" east a distance
of 18.02 feet to a point; proceed thence in a southeasterly direction along the
aforesaid easternmost right-of-way line, following the curvature thereof to the
left, an arc distance of 7.77 feet to a point, said arc being subtended by a
chord 7.77 feet in length and bearing south 31(degree)52'33" east, said point
being THE TRUE POINT OF BEGINNING.
FROM THE TRUE POINT OF BEGINNING THUS ESTABLISHED proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
35(degree)10'06" east a distance of 74.16 feet to a point; proceed thence in a
southeasterly direction along the aforesaid easternmost right-of-way line south
58(degree)48'33" east a distance of 6.36 feet to a point; proceed thence in a
northeasterly direction along the aforesaid easternmost right-of-way line north
31(degree)11'26" east a distance of 10.05 feet to a point; proceed thence in a
southeasterly direction along the aforesaid easternmost right-of-way line
south 58(degree)48'29" east a distance of 19 feet to a point; proceed thence in
a northeasterly direction along the aforesaid easternmost right-of-way line
north 31(degree)11'26" east a distance of 24.83 feet to a point; proceed thence
in a northwesterly direction along the aforesaid easternmost right-of-way line
north 58(degree)48'44" west a distance of 19 feet to a point; proceed thence in
a northeasterly direction along the aforesaid easternmost right-of-way line
north 31(degree)11'23" east a distance of 22.01 feet to a point; proceed thence
in a northeasterly direction along the aforesaid easternmost right-of-way line
north 40(degree)58'56" east a distance of 74.76 feet to a point; thence leave
said right-of-way line and proceed thence south 21(degree)19'11" east a distance
of 38.37 feet to a point; proceed thence in a southeasterly direction along the
arc of a curve to the left, an arc distance of 131.99 feet to a point, said arc
being subtended by a chord 131.97 feet in length and bearing south
26(degree)58'00" east; proceed thence south 31(degree)11'25" west a distance of
193.49 feet to a point; proceed thence in a northwesterly direction along the
arc of a curve to the right, an arc distance of 14.05 feet to a point, said arc
being subtended by a chord 14.05 feet in length and bearing north
31(degree)08'45" west, proceed thence in a northwesterly direction along the arc
of a curve to the right, an arc distance of 171.77 feet to a point, said arc
being subtended by a chord 171.77 feet in length and bearing north
32(degree)46'15" west, said point being located on the aforesaid easternmost
right-of-way line and being THE TRUE POINT OF BEGINNING, said tract or parcel of
land being more particularly shown as "Phase IV" on that certain survey by
Xxxxxxx & Associates bearing the seal and certification of Xxxxxxx X. Xxxxxx,
Georgia Registered Land Surveyor No. 1946, prepared for Overseas Partners
Capital Corp., dated December 20, 1993, last revised August 27, 1996, and
bearing file no. 93153, which survey is incorporated herein by this reference.
LESS AND EXCEPT that portion of the above property conveyed by the following:
(1) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc. to the
Department of Transportation of the State of Georgia, dated July 18, 1985,
recorded in Deed Book 9618, Page 288, aforesaid Records; as corrected by that
certain Corrective Warranty Deed recorded in Deed Book 10290, Page 372,
aforesaid Records.
10
EXHIBIT 'A'
14
(2) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc., a Georgia
corporation to the Department of Transportation of the State of Georgia, dated
April 4, 1989, filed for record July 19, 1989 at 9:30 a.m., recorded in Deed
Book 12667, page 163, aforesaid records.
(3) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc., a Georgia
corporation to the Department of Transportation of the State of Georgia, dated
April 4, 1989, filed for record July 19, 1989 at 9:30 a.m., recorded in Deed
Book 12667, Page 192, aforesaid Records.
TOGETHER WITH all easements appurtenant to the above property created by the
following:
(a) Parking Deck and Easement Agreement by and among Xxxxxxx X. Xxxxxx, Xxxxxx
X. Xxxxxx, Xxxxxx X. Xxxxxx, and X-X Building Partners, Ltd., dated July 15,
1981, recorded in Deed Book 7903, Page 165, aforesaid Records; as amended by
that certain Amendment of Parking Deck and Easement Agreement, dated July 15,
1981, recorded in Deed Book 7903, Page 385, aforesaid Records (said Amendment
having been terminated by Agreement dated September 20, 1982, recorded in Deed
Book 8255, Page 475, aforesaid Records); as further amended by Second Amendment
to Parking Deck and Easement Agreement, dated July 18, 1985, recorded in Deed
Book 9618, Page 37, aforesaid Records; as further amended by that certain Third
Amendment to Parking Deck and Easement Agreement, dated as of July 18, 1985,
recorded in Deed Book 10290, Page 389, aforesaid Records; as further amended by
that certain Declaration of Release dated December 22, 1986, recorded in Deed
Book 10561, Page 358, aforesaid Records; as further amended by that certain
Fourth Amendment to Parking Deck and Easement Agreement, dated as of August 11,
1988, recorded in Deed Book 11790, Page 76, aforesaid Records.
(b) Reciprocal Easement Agreement by and among Xxxxxxxx-Xxxxxxxx Properties,
Inc., R-H Associates Bldg. II Corp. and Atlanta Financial Center Associates,
dated July 18, 1985, recorded in Deed Book 9618, Page 68, aforesaid Records; as
amended by that certain First Amendment to reciprocal easement Agreement, dated
as of July 18, 1985, recorded in Deed Book 10290, Page 411, aforesaid Records;
as further amended by that certain Declaration of Release, dated December 22,
1986, recorded in Deed Book 10561, Page 358, aforesaid Records; as further
amended by that certain Second Amendment to Reciprocal Easement agreement, dated
as of August 11, 1988, recorded in Deed Book 11790, Page 69, aforesaid Records.
(c) Agreement by and among R-H Associates Bldg. II Corp., Atlanta Financial
Center Associates, Xxxxxxxx-Xxxxxxxx Properties, Inc. and the Department of
Transportation of the State of Georgia, dated July 18, 1985, recorded in Deed
Book 9618, Page 145, aforesaid Records; as amended by that certain Amendment to
Agreement dated as of July 18, 1985, recorded in Deed Book 10290, Page 289,
aforesaid Records; the interest of R-H Associates Bldg. II Corp. thereunder
having been assigned to Two Atlanta Financial Center Associates by that certain
Assignment and Assumption (DOT Agreements), dated July 28, 1987, recorded in
Deed Book 10973, Page 179, aforesaid Records.
11
EXHIBIT 'A'
15
(d) Agreement Regarding Georgia 400 Extension, by and among R-H Associates Bldg.
II Corp., Xxxxxxxx-Xxxxxxxx Properties, Inc., Atlanta Financial Center
Associates, MONY Mortgage Investors, and The Mutual Life Insurance Company of
New York, dated July 18, 1985, recorded in Deed Book 9623, Page 75, aforesaid
Records; as amended by that certain First Amendment to Agreement Regarding
Georgia Highway 400 Extension, dated as of July 18, 1985, recorded in Deed Book
10290, Page 419, aforesaid Records; the interest of R-H Associates Bldg. II
Corp. thereunder having been assigned to Two Atlanta Financial Center Associates
by that certain Assignment and Assumption (DOT Agreements) dated July 28, 1987,
recorded in Deed Book 10973, Page 179, aforesaid Records.
(e) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc. to the
Department of Transportation of the State of Georgia, dated July 18, 1985,
recorded in Deed Book 9618, Page 288, aforesaid Records; as corrected by that
certain Corrective Warranty Deed recorded in Deed Book 10290, Page 372,
aforesaid Records.
(f) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc., a Georgia
corporation to the Department of Transportation of the State of Georgia, dated
April 4, 1989, filed for record July 19, 1989 at 9:30 a.m., recorded in Deed
Book 12667, Page 163, aforesaid Records.
(g) Limited Warranty Deed from Xxxxxxxx-Xxxxxxxx Properties, Inc., a Georgia
corporation to the Department of Transportation of the State of Georgia, dated
April 4, 1989, filed for record July 19, 1989 at 9:30 a.m., recorded in Deed
Book 12667, Page 192, aforesaid Records.
12
EXHIBIT 'A'
16
SCHEDULE OF EXISTING LEASES
South Tower:
1. Restaurant Management Agreement between The Mutual Life Insurance
Company of New York (as Owner) and American Food Management, Inc. (as
Manager) dated November 27, 1995.
2. Lease Agreement (South Tower) between The Mutual Life Insurance Company
of New York and Xxxxxxxx Xxxxxxx and Xxxx Xxxxxxxxx d/b/a Atlanta's
Flower Mart dated August 26, 1994; Unconditional Guaranty of Lease by
Xxxxxxxx Xxxxxxx and Xxxx Xxxxxxxxx d/b/a Atlanta's Flower Mart dated
March 6, 1995; as assigned by Assignment of Lease to Buckhead Florist,
Inc. dated March 7, 1995; Certificate as to Term of Lease dated April
5, 1995, amended by First Amendment to Lease between The Mutual Life
Insurance Company of New York as Landlord and Buckhead Florist, Inc.
dated February 11, 1996.
3. Lease Agreement (South Tower) between Atlanta Financial Center
Associates and Fellows, Johnson, Xxxxx & Xxxxxxxx dated January 4,
1993; Certificate as to Term of Lease dated March 18, 1993.
4. Lease Agreement (South Tower) between Atlanta Financial Center
Associates and Gallup, Inc. dated October 12, 1992; Certificate as to
Term of Lease dated November 23, 1992.
5. Lease Agreement (South Tower) between Atlanta Financial Center
Associates and Xxxxxxx & Xxxxxx dated April 29, 1992; Certificate as to
Term of Lease dated June 19, 1992; amended by First Amendment between
The Mutual Life Insurance Company of New York and Xxxxxxx & Dubner
dated January 24, 1995.
6. Lease Agreement (South Tower) between Atlanta Financial Center
Associates and Xxxxxx Advertising, Inc. dated November 30, 1993.
7. Lease Agreement (South Tower) between The Mutual Life Insurance Company
of New York and Xxxxxx Xxxxxxxxxx d/b/a Image Shine dated August 10,
1995; Certificate as to Term of Lease dated December 21, 1995.
8. Lease Agreement (South Tower) between The Mutual Life Insurance Company
of New York and R.E. Xxxxxxxx & Associates, Inc. dated July 13, 1995;
Certificate as to Term of Lease dated August 28, 1995.
9. Lease Agreement between The Mutual Life Insurance Company of New York
and Metrex Corporation d/b/a Metropolitan Fiber Systems of Atlanta,
Inc. dated December 8, 1994.
EXHIBIT 'B'
17
10. Lease Agreement (South Tower) between The Mutual Life Insurance Company
of New York and MCImetro Access Transmission Services, Inc. dated
December 21, 1995.
11. Amended and Restated Lease Agreement between The Mutual Life Insurance
Company of New York and The Xxxxxxxx-Xxxxxxxx Company, Inc. dated
November 15, 1994; amended by Modification to Amended and Restated
Lease Agreement dated November 30, 1994.
12. Lease Agreement (South Tower) between Atlanta Financial Center
Associates and Xxxxxx Xxxxx and Xxxxxx Xxxxxx dated July 10, 1989;
amended by First Amendment to Lease Agreement and Lease Extension
Agreement dated August 31, 1993; Certificate as to Term of Lease
(undated).
13. Lease Agreement between Atlanta Financial Center Associates and Ruys &
Company dated March 9, 1984; amended by First Amendment to Lease
Agreement dated July 7, 1986; further amended by Second Amendment to
Lease Agreement dated March 22, 1988; as further amended by Third
Amendment to Lease Agreement dated September 23, 1988; as further
amended by Fourth Amendment to Lease Agreement dated February 6, 1988
[sic]; as further amended by Fourth Amendment [sic] to Lease Agreement
dated November 16, 1988; Certificate as to Term of Lease dated February
6, 1989; as amended by Fifth Amendment to Lease Agreement dated April
6, 1993; Storage Space Rental Agreement between Two Atlanta Financial
Center Associates and Ruys & Company dated May 17, 1989; as amended by
Amendment to Storage Space Rental Agreement dated August 2, 1990.
14. Amendment to and Restatement of Lease Agreement between The Mutual Life
Insurance Company of New York and Xxxxxxxx Xxxxx of Georgia, Inc. dated
January 1, 1995; Storage Space Rental Agreement dated June 15, 1993.
15. Lease Agreement between Atlanta Financial Center Associates and
Xxxxxxxx & dated November 8, 1983; amended by First Amendment and
Substitution of Undisclosed Principals between Atlanta Financial Center
Associates and Xxxxxxx and White dated December 19, 1983; further
amended by Second Amendment to Lease Agreement dated November 11, 1985;
further amended by Third Amendment to Lease Agreement dated April 28,
1988; further amended by Fourth Amendment to Lease Agreement dated
December 1, 1989; further amended by Fifth Amendment to Lease Agreement
and Lease Extension and Expansion Agreement with White, Smith, Xxxxxx &
Ajax (f/k/a Xxxxxxx & White), as Tenant, dated June 8, 1993; further
amended by Sixth Amendment to Lease Agreement between The Mutual Life
Insurance Company of New York as Landlord and Xxxxx, Xxxxxx & Ajax
dated March 7, 1995; Certificate as to Term of Lease [undated]; Storage
Space Rental Agreement between The Mutual Life Insurance Company of New
York and Xxxxx, Xxxxxx & Ajax dated February 1, 1996
2
EXHIBIT 'B'
18
16. Lease Agreement between The Mutual Life Insurance Company of New York
and Teknion, Inc. dated March 29, 1996; Certificate as to Term of Lease
dated July 1, 1996.
17. Lease Agreement (South Tower) between The Mutual Life Insurance Company
of New York and Xxxxx & Xxxxxxxx, Inc. dated April 6, 1994.
18. Lease Agreement (South Tower) between The Mutual Life Insurance Company
of New York and Today's Temporary, Inc. dated June 16, 1994;
Certificate as to Term of Lease dated August 25, 1994.
North Tower:
1. Lease Agreement between The Mutual Life Insurance Company of New York
and ARES, Inc. dated February 1, 1996.
2. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Bankers Trust Company dated June 28, 1990; Certificate as to Term
of Lease dated September 17, 1990; Sublease between Bankers Trust
Company and Xxxxxxxxx & Associates, Inc. dated September 30, 1993 with
Consent to Sublease by R-H Associates Bldg. III Corp. dated November 3,
1993.
3. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Xxxxxxx Instruments, Inc. dated June 3, 1993; Certificate as to
Term of Lease dated November 23, 1993.
4. Lease Agreement between The Mutual Life Insurance Company of New York
and BellSouth Personal Communications, Inc. dated April 7, 1996.
5. Lease Agreement (North Tower) between The Mutual Life Insurance Company
of New York and BellSouth Telecommunications, Inc. dated September 12,
1995.
6. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Bleke & Xxxx, P.C., dated September 9, 1992; Certificate as to Term
of Lease dated January 18, 1993.
7. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Xxxxxx X. Xxxxx & Associates, P.C., dated October 10, 1989;
Certificate as to Term of Lease dated December 15, 1990; amended by
Amendment and Extension of Lease Agreement dated March 11, 1992;
Unconditional Guaranty of Lease by Xxxxxx X. Xxxxx dated April 7, 1992;
Sublease Agreement to Xxxx X. Xxxxx dated December 1, 1995 with Consent
to Sublease by The Mutual Life Insurance Company of New York dated
November 30, 1995.
3
EXHIBIT 'B'
19
8. Agreement between The Mutual Life Insurance Company of New York and
Corporate Sports Unlimited, Inc. dated January 1, 1995.
9. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Business Telecom, Inc. dated August 19, 1994 [Suite 1160]; amended
by First Amendment to Lease Agreement dated December 8, 1994;
Certificate as to Term of Lease dated March 13, 1995; Sublease to
Commodity Marketing Company, Inc. dated April 5, 1996 with Consent to
Sublease by The Mutual Life Insurance Company of New York dated May 20,
1996.
10. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Business Telecom, Inc. dated August 19, 1994 [Suite 530];
Certificate as to Term of Lease dated March 13, 1995; Sublease to
American Management Institute dated July 30, 1996 with Consent to
Sublease by The Mutual Life Insurance Company of New York dated July
30, 1996.
11. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Chase Communications, Inc. d/b/a Xxxxxxxx & Xxxxx SPEECHWORKS dated
April 26, 1990; Certificate as to Term of Lease dated July 12, 1990;
amended by First Amendment to Lease Agreement dated January 7, 1994.
12. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Christian Dior Perfumes, Inc. dated January 3, 1991; Certificate as
to Term of Lease dated January 31, 1991; Lease amended by First
Amendment to Lease Agreement and Lease Extension Agreement dated
December 31, 1993. Lease Agreement (North Tower) between The Mutual
Life Insurance Company of New York and City Capital Corporation dated
July 24, 1995; Certificate as to Term of Lease dated September 12,
1995.
14. Lease Agreement (North Tower) between The Mutual Life Insurance Company
of New York and Xxxxx Xxxxx, P.C. dated January 30, 1995; Certificate
as to Term of Lease dated March 7, 1995.
15. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Xxxxxx Xxxx Investments dated August 14, 1991; Certificate as to
Term of Lease dated ________________; Lease amended by First Amendment
to Lease with The Mutual Life Insurance Company of New York, as
Landlord, dated November 14, 1994; Certificate as to Term of Lease
dated April 10, 1995.
16. Lease Agreement between The Mutual Life Insurance Company of New York
and Interim Accounting Professionals of Atlanta, Inc. dated March 26,
1996; Guaranty by Xxxxxx Xxxxxx dated February 28, 1996; Certificate as
to Term of Lease dated May 14, 1996.
4
EXHIBIT 'B'
20
17. Lease Agreement between R-H Associates Bldg. III Corp. and
KnowledgeWare, Inc. dated July 26, 1991; Certificate as to Term of
Lease dated January 10, 1992; amended by First Amendment to Lease
Agreement between The Mutual Life Insurance Company of New York and
Sterling Software (Southern), Inc. dated December 31, 1994; Sublease
Agreement to Columbia/HCA Healthcare Corporation dated October 24,
1994 and Consent to Sublease by The Mutual Life Insurance Company of
New York dated October 24, 1994; Sublease Agreement to BellSouth
Personal Communications, Inc. dated September 20, 1994 and Consent to
Sublease by The Mutual Life Insurance Company of New York dated
September 20, 1994; Substitute Lease Agreement (North Tower) between
The Mutual Life Insurance Company of New York and BellSouth Personal
Communications, Inc., dated September 20, 1994 a affected by Landlord
Non-Disturbance and Attornment Agreement between Knowledgeware, Inc.,
The Mutual Life Insurance Company of New York and BellSouth Personal
Communications, Inc. dated September 20, 1994; Guaranty of Substitute
Lease Agreement by BellSouth Enterprises, Inc., dated September 20,
1994; First Amendment to Substitute Lease Agreement dated October 21,
1994.
18. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Xxxxxx Transportation, Ltd. d/b/a London Livery, Ltd. dated March
11, 1994; Certificate as to Term of Lease dated June 2, 1994.
19. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Mutual of America Life Insurance dated May 23, 1994; Certificate as
to Term of Lease dated , 1994.
20. Lease Agreement (North Tower) between The Mutual Life Insurance Company
of New York and Peoplesoft, Inc. dated December 30, 1994.
21. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and The Prudential Insurance Company of America dated July 25, 1994;
Certificate as to Term of Lease with The Mutual Life Insurance Company
of New York as Landlord dated October 17, 1994.
22. Lease Agreement (North Tower) between The Mutual Life Insurance Company
of New York and Xxxxxx X. Xxxxxxxxx, P.C. dated April 25, 1995;
Unconditional Guaranty of Lease by Xxxxxx X. Xxxxxxxxx dated April 25,
1995; Certificate as to Term of Lease dated July 14, 1995.
23. Lease Agreement between The Mutual Life Insurance Company of New York
and Xxxx Xxxxxxx, an individual d/b/a Xxxxxxx & Company, dated June 3,
1996.
24. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Shore & Azimov, P.C. dated March 12, 1991; Certificate as to Term
of Lease dated August 28, 1991; Sublease to Technical Products Group
Inc. dated June ___, 1995 with Consent to Sublease by The Mutual Life
Insurance Company of New York dated July 19, 1995.
5
EXHIBIT 'B'
21
25. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Spix, Xxxxx & Reece, P.C. dated November 22, 1989; Certificate as
to Term of Lease dated December 27, 1990; Certificate as to Term of
Lease dated January 2, 1991; amended by First Amendment to Lease
Agreement with The Mutual Life Insurance Company of New York as
Landlord dated March 1, 1995.
26. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and X.X. Xxxxxx & Sons, Inc. dated August 26, 1994; Certificate as to
Term of Lease with The Mutual Life Insurance Company of New York as
Landlord dated November 10, 1994.
27. Lease Agreement (North Tower) between The Mutual Life Insurance Company
of New York and Transcend Services, Inc. dated April 10, 1995.
28. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and The Xxxxxx Financial Group dated November 9, 1989; amended by First
Amendment to Lease Agreement dated December 4, 1989; Certificate as to
Term of Lease dated February 27, 1990; further amended by Second
Amendment to Lease Agreement dated March 9, 1990; further amended by
Third Amendment to Lease Agreement dated March 20, 1991; Certificate as
to Term of Lease dated July 11, 1991; further amended by Fourth
Amendment to Lease Agreement dated September 1, 1994; further amended
by Fifth Amendment to Lease Agreement with The Mutual Life Insurance
Company of New York as Landlord dated October 21, 1995.
29. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and The Xxxxxxx Insurance Group, Inc. dated August 14, 1991;
Certificate as to Term of Lease dated June 17, 1992; Storage Space
Rental Agreement [East Tower] dated May 1, 1993; amended by First
Amendment to Lease Agreement with The Mutual Life Insurance Company of
New York as Landlord dated December 21, 1995; Certificate as to Term of
Lease dated January 26, 1996.
30. Lease Agreement (North Tower) between The Mutual Life Insurance Company
of New York and The Xxxxxx Law Firm, P.C. dated December 1, 1994;
Unconditional Guaranty of Lease by L. Xxxx Xxxxxx dated December 1,
1994.
31. Lease Agreement (North Tower) between R-H Associates Bldg. III Corp.
and Yankelovich, Xxxxxx & White/Clancy, Shulman, Inc. d/b/a Yankelovich
Xxxxxx Xxxxxxx dated May 18, 1992; amended by First Amendment to Lease
Agreement dated July 9, 1992; Certificate as to Term of Lease dated
November 23, 1992; further amended by Second Amendment to Lease
Agreement with The Mutual Life Insurance Company of New York as
Landlord dated May 31, 1995.
East Tower:
1. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Air One, Inc. dated April 20, 1990; amended by First
Amendment to Lease Agreement
6
EXHIBIT 'B'
22
dated May 8, 1990; further amended by Second Amendment to Lease
Agreement and Extension of Lease Term dated February 1, 1993; Storage
Space Rental Agreement with The Mutual Life Insurance Company of New
York as Landlord dated November 6, 1995; further amended by Third
Amendment to Lease Agreement with The Mutual Life insurance Company of
New York as Landlord dated March 19, 1996; further amended by Fourth
Amendment to Lease Agreement dated May 22, 1996; Sublease Agreement to
Fellows, Johnson, Xxxxx & XxXxxxxx dated May 6, 1996 with Consent to
Sublease by The Mutual Life Insurance Company of New York dated May 20,
1996; Certificate as to Term of Lease dated June 17, 1996.
2. Lease Agreement (East Tower) between The Mutual Life Insurance Company
of New York and Alliance Technology Management Company dated March 28,
1994; amended by First Amendment to Lease Agreement dated April 28,
1994; Certificate as to Term of Lease dated June 2, 1994.
3. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxxxx X. Xxxxx & Associates, Inc. dated August 16,
1993; Certificate as to Term of Lease dated January 23, 1994.
4. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and XXXX Group, Inc. dated December 9, 1993; Storage Space
Rental Agreement with The Mutual Life Insurance Company of New York as
Landlord dated July 12, 1995.
5. Lease Agreement between The Mutual Life Insurance Company of New York
and Xxxxxxxx X. Xxxxxxxxx and Xxxxxxx X. Xxxxxxxxx dated April 3, 1996;
Certificate as to Term of Lease dated May 21, 1996.
6. Lease Agreement between The Mutual Life Insurance Company of New York
and Xxxxx Xxxxxx d/b/a Atlanta Auto Salon dated December 20, 1995;
Certificate as to Term of Lease dated January 15, 1996.
7. [Intentionally omitted]
8. Lease Agreement (East Tower) between The Mutual Life Insurance Company
of New York and Brookdale Realty Services dated October 3, 1994;
amended by First Amendment to Lease Agreement dated November 11, 1994;
Certificate as to Term of Lease dated February 3, 1995; further amended
by Second Amendment to Lease Agreement with Brookdale Realty Services,
LLC as Tenant dated May 29, 1996; Third Amendment to Lease, undated,
executed by Tenant only.
9. Lease Agreement (East Tower) between R-H Associates Bldg. II Corp. and
Buckhead Management Corporation dated September 19, 1986; Private Club
Consulting Agreement between Buckhead Management Corporation and Club
Corporation of America dated September 19, 1986; Lease amended by First
Amendment to Lease Agreement dated November 26, 1986; further amended
by Second Amendment to Lease Agreement dated September 7, 1988; further
amended by Third Amendment to
7
EXHIBIT 'B'
23
Lease Agreement with Two Atlanta Financial Center Associates as
Landlord and The Buckhead Club, inc. as Tenant dated July 29, 1989;
Letter Agreement dated February 20, 1990; Storage Space Rental
Agreement dated January 1, 1993.
10. Storage Space Rental Agreement between The Mutual Life Insurance
Company of New York and Xxxxxxxx Xxxxxxx and Xxxx Xxxxxxxxxx d/b/a
Buckhead Florist, Inc. f/k/a Atlanta Flower Mart dated January 1, 1995.
11. Lease Agreement between The Mutual Life Insurance Company of New York
and California Compensation Insurance Company d/b/a Business Insurance
Company, Inc. dated March 7, 1996; amended by First Amendment to Lease
Agreement dated April 25, 1996.
12. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxxxxx Management Consultants, Inc. dated October 18,
1993; Storage Space Rental Agreement with The Mutual Life Insurance
Company of New York as Landlord dated October ____, 1994.
13. Lease Agreement (East Tower) between The Mutual Life Insurance Company
of New York and Xxxxxx X. Xxxxx, Xx. d/b/a Xxxxx & Xxxxxx dated July
24, 1995; Unconditional Guaranty of Lease by Xxxxxx X. Xxxxx, Xx. dated
June 13, 1995; Certificate as to Term of Lease dated November 8, 1995.
14. Lease Agreement (East Tower) between The Mutual Life Insurance Company
of New York and Denon Corp. (USA) dated November 8, 1995; Certificate
as to Term of Lease dated February 14, 1996.
15. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and The Disney Channel d/b/a The Disney Channel Company
dated October 28, 1987; Certificate as to Term of Lease dated January
22, 1988; amended by Modification to Lease and Extension Agreement
dated February 1, 1992; further amended by Second Amendment to Lease
Agreement dated October 16, 1992; Guaranty of Lease by The Xxxx Disney
Company, dated October 29, 1987.
16. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxxxxxxx & Xxxx, Inc. dated January 29, 1991;
Certificate as to Term of Lease dated October 23, 1995; amended by
First Amendment to Lease Agreement with The Mutual Life Insurance
Company of New York as Landlord dated September 6, 1995.
17. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and EBC Enterprise AFC, Inc. dated August 27, 1991;
Unconditional Guaranty of Lease by Executive Business Centers, Inc.
dated August 21, 1991; Certificate as to Term of Lease, undated;
amended by First Amendment to Lease Agreement with The Mutual Life
Insurance Company of New York as Landlord dated April 14, 1994.
8
EXHIBIT 'B'
24
18. Lease Agreement (East Tower) between The Mutual Life Insurance Company
of New York and Enterprise Capital Management, Inc. dated August 18,
1994; Certificate as Term of Lease dated October 23, 1995; First
Amendment to Lease dated July 18, 1996.
19. Lease Agreement (East Tower) between The Mutual Life Insurance Company
of New York and Federal Express Corporation dated October 12, 1994;
Certificate as to Term of Lease dated August 28, 1995.
20. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxxxxx & Xxxxxxx, Inc. dated February 4, 1988; amended
by First Amendment to Lease Agreement dated July 16, 1990; further
amended by Second Amendment to Lease Agreement and Lease Extension and
Expansion Agreement with Xxxxxxx Xxxxxxx & Xxxxxxxxx, Inc. f/k/a
Xxxxxxx & Xxxxxxx, Inc. as Tenant dated April 10, 1992; further amended
by Third Amendment to Lease Agreement with Xxxxxxxxx & Company as
Tenant and The Mutual Life Insurance Company of New York as Landlord
dated January 1, 1995; further amended by Fourth Amendment to Lease
Agreement with Xxxxxxxxx and Company [f/k/a Casino, Xxxxxxx & Xxxxxxxxx
Inc.] dated September 12, 1995; Storage Space Rental Agreement with R-H
Associates Bldg. III Corp. as Landlord and Xxxxxxxxx and Company dated
November 24, 1993; Storage Space Rental Agreement with Xxxxxxxxx and
Company as Tenant dated March 31, 1994; Certificate as to Term of Lease
dated October 23, 1995.
21. Lease Agreement (East Tower) between The Mutual Life Insurance Company
of New York and Gaiatech, Inc. dated November 1, 1995; Certificate as
to Term of Lease dated January 2, 1996.
22. Storage Space Rental Agreement between The Mutual Life Insurance
Company of New York and Gallup, Inc. dated January 4, 1996.
23. Lease Agreement (East Tower) between The Mutual Life Insurance Company
of New York and Xxxxxxx, Inc. dated September 25, 1995; Certificate as
to Term of Lease dated February 22, 1996.
24. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxxx Xxxxx, P.C. dated November 21, 1991; Certificate
as to Term of Lease dated April 10, 1992; Storage Space Rental
Agreement between The Mutual Life Insurance Company of New York and
Xxxxx Xxxxx, P.C. dated October 1, 1994.
25. Lease Agreement between The Mutual Life Insurance Company of New York
and The Xxxxx Group, Inc. dated January 24, 1996; Certificate as to
Term of Lease dated February 28, 1996.
26. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and HTG Corp. dated December 15, 1987; Lease Guaranty by
Xxxxxxxx X. Xxxxx dated January 5, 1988; amended by First Amendment to
Lease Agreement with H.T.G. Corp.
9
EXHIBIT 'B'
25
as Tenant dated May 9, 1988; further amended by Second Amendment to
Lease Agreement dated November 2, 1989; assigned by Assignment of Lease
by H.T.G. Corp. to Xxxxxxxx X. Xxxxx dated March 7, 1994; further
amended by Third Amendment to Lease Agreement with Xxxxxxxx X. Xxxxx as
Tenant and The Mutual Life Insurance Company of New York as Landlord
dated March 7, 1994; Storage Space Rental Agreement dated March 31,
1994; further amended by Fourth Amendment to Lease Agreement dated
February 9, 1995; Certificate as to Term of Lease dated April 10, 1995.
27. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Industrial Developments International, Inc. dated
January 9, 1992; Certificate as to Term of Lease dated April 10, 1992;
amended by First Amendment to Lease Agreement with The Mutual Life
Insurance Company of New York as Landlord dated July 19, 1995; further
amended by Second Amendment to Lease dated March 23, 1996.
28. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and S.M.M. Corporation d/b/a Xxx Xxx Valet dated September
22, 1992; amended by First Amendment to Lease Agreement with The Mutual
Life Insurance Company of New York as Landlord dated November 7, 1995;
Certificate as to Term of Lease dated December 11, 1995; Certificate as
to Term of Lease dated April 23, 1996.
29. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxxxx Xxxxxxx, Inc. d/b/a LaGioiosa USA dated January
17, 1992; Certificate as to Term of Lease dated February 4, 1992;
amended by First Modification to Lease and Extension Agreement dated
September 22, 1992; further amended by Second Amendment to Lease
Agreement with The Mutual Life Insurance Company of New York as
Landlord dated February 14, 1995; Storage Space Rental Agreement dated
March 17, 1994.
30. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Lamberth, Bonapfel, Xxxxxxx & Xxxxxxx, P.A. dated
December 29, 1989; amended by First Amendment to Lease Agreement with
The Mutual Life Insurance Company of New York as Landlord and Lamberth,
Bonapfel, Xxxxxxx, Xxxxxxx & Xxxxxx, P.A. as Tenant dated October 17,
1994; Certificate as to Term of Lease dated August 8, 1995.
31. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxxxx Xxxx Labouisse of Xxxxxxxxxx, Inc. dated August
31, 1993; Certificate as to Term of Lease dated January 23, 1994;
assigned by Assignment of Lease to Xxxx Xxxxx Xxxx Xxxxxx, Inc. dated
March 7, 1995 with Consent by The Mutual Life Insurance Company of New
York dated March 7, 1995; Sublease to X.X. Xxxxx Enterprises, Inc.
dated October 24, 1995 with Consent to Sublease dated November 30,
1995.
10
EXHIBIT 'B'
26
32. Lease Agreement between The Mutual Life Insurance Company of New York
and Main America Capital, L.C. dated April 12, 1996; Certificate as to
Term of Lease dated May 14, 1996.
33. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and MidWest Employers Casualty Company dated July 29, 1992;
Certificate as to Term of Lease dated December 17, 1992.
34. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Milliman & Xxxxxxxxx, Inc. dated October 11, 1989;
amended by First Amendment to Lease Agreement with The Mutual Life
Insurance Company of New York as Landlord dated June 19, 1995;
Certificate as to Term of Lease dated November 2, 1995.
35. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Montag & Xxxxxxxx, Inc. dated December 9, 1991; amended
by First Amendment to Lease Agreement dated May 4, 1992; further
amended by Second Amendment to Lease Agreement with The Mutual Life
Insurance Company of New York as Landlord dated August 1, 1995;
Certificate as to Term of Lease dated September 13, 1995.
36. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxxx Copies, Inc. dated July 6, 1993; Certificate as to
Term of Lease dated January 17, 1994; Verbal Storage Space Rental
Agreement dated; Storage Space Rental Agreement with The Mutual Life
Insurance Company of New York as Landlord dated February 3, 1995.
37. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxxxx, Xxxxxxx & Xxxxxx dated August 6, 1987; amended
by Modification to Lease dated January 1, 1993.
38. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxxxx and Xxxxxxx dated September 24. 1993.
39. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Mutual of America dated April 4, 1988; amended by
Amendment to Lease and Extension Agreement dated June 8, 1992;
Certificate as to Term of Lease dated August 27, 1992; further amended
by Second Amendment to Lease Agreement with The Mutual Life Insurance
Company of New York as Landlord and Mutual of America Life Insurance as
Tenant dated May 19, 1994.
40. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and The Mutual Life Insurance Company of New York dated
November 3, 1992.
41. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Newsweek, Inc. dated January 30, 1989; Certificate as to
Term of Lease dated March 15, 1989; amended by First Amendment to Lease
Agreement and Lease Extension Agreement dated September 20, 1993;
further amended by Second Amendment to
11
EXHIBIT 'B'
27
Lease Agreement with The Mutual Life Insurance Company of New York as
Landlord dated March 8, 1995.
42. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxxx X. Xxxxxxxxx dated August 23, 1988; amended by
First Amendment to Lease Agreement dated December 18, 1990; Certificate
as to Term of Lease dated May 3, 1991; Storage Space Rental Agreement
dated May 6, 1991; further amended by Second Amendment to Lease
Agreement dated June 6, 1991; further amended by Third Amendment to
Lease Agreement dated July 9, 1992; further amended by Fourth Amendment
to Lease Agreement dated November 23, 1992.
43. Lease Agreement (East Tower) between R-H Associates Bldg. II Corp. and
X.X. Xxxxx Hotel Services, Inc. dated July 22, 1987; Certificate as to
Term of Lease dated__________________ , 198_. Certificate as to
Preliminary Term of Lease dated January 6, 1988; amended by First
Amendment to Lease Agreement with Two Atlanta Financial Center
Associates as Landlord dated August 14, 1989; assigned by Assignment
and Assumption of Lease to An Xxx Xxx d/b/a Peachtree News Stand dated
May 29, 1990; amended by Amendment to Assigned Lease dated May 29,
1990; further assigned by Second Assignment and Assumption of Lease to
Xxxxxxx Xxxx and Xxxx Xxx Xxxx dated August 17, 1992; further amended
by Third Amendment to Lease Agreement with Two Atlanta Financial Center
Associates as Landlord dated August 17, 1992; further amended by Fourth
Amendment to Lease Agreement dated May 17, 1993; further amended by
Fifth Amendment to Lease Agreement with The Mutual Life Insurance
Company of New York as Landlord dated November 11, 1994; Certificate as
to Term of Lease dated April 5, 1995.
44. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and The Plaza Hotel Company, dated February 10, 1993;
Certificate as to Term of Lease dated April 30, 1993.
45. Lease Agreement (East Tower) between R-H Associates Bldg. II Corp. and
BellSouth Systems Technology, Inc. dated April 1, 1987; Certificate as
to Term of Lease dated October 14, 1987; assigned by Assignment of
Lease to Shared Technologies, Inc. dated September 28, 1989; amended by
First Amendment to Lease Agreement with Two Atlanta Financial Center
Associates as Landlord dated July 25, 1989; further amended by Second
Amendment to Lease Agreement dated May 11, 1992; Storage Space Rental
Agreement dated June 1, 1988.
46. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Small, White & Marani dated November 4, 1992.
47. Lease Agreement (East Tower) between R-H Associates Bldg. II Corp. and
Xxxxx, Xxxxxxxx & Xxxxxxx dated March 24, 1987; as amended by First
Amendment with R-H Associates Bldg. II Corp. as Landlord dated June 6,
1987.
12
EXHIBIT 'B'
28
48. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and SouthTrust of Alabama dated June 21, 1991; amended by
First Amendment to Lease Agreement with The Mutual Life Insurance
Company of New York as Landlord dated March 7, 1994; Sublease to
Realtec, Incorporated dated July 13, 1993.
49. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Liberty Savings Bank, FSB dated September 25, 1987;
assigned by Assignment of Lease to SouthTrust Bank, Federal Savings
Bank (SouthTrust) dated September 28, 1990; amended by Modification to
Lease with SouthTrust Bank, Federal Savings Bank as Tenant dated May 1,
1993;
50. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Liberty Savings Bank, FSB dated September 25, 1987;
assigned by Assignment of Lease to Liberty Savings Bank of South
Georgia, F.S.B. dated August ___, 1990 with Consent of Landlord;
amended by First Amendment to Lease Agreement with SouthTrust Bank, FSB
as Tenant dated December 12, 1991; further amended by First Amendment
to Lease Agreement with The Mutual Life Insurance Company of New York
as Landlord and SouthTrust Bank of Georgia, N.A. as Tenant dated March
7, 1994; Sublease to Xxxxxx & Xxxxxxxx, P.C. dated August 5, 1993;
Letter Agreement [for sublease of space] between Xxxxxx & Xxxxxxxx,
P.C. and Providence Capital, Inc. and Westside Investors, Inc. dated
September 30, 1994 with consent to sublease by The Mutual Life
Insurance Company of New York dated December 7, 1994; Letter Agreement
[for sublease of space] between Xxxxxx & Xxxxxxxx, P.C. and Nobel
Investment Group dated August 17, 1995 with consent to sublease by The
Mutual Life Insurance Company of New York dated October 23, 1995.
51. Lease Agreement between The Mutual Life Insurance Company of New York
and Starbucks Corporation dated June 26, 1996; First Amendment to
Lease, unexecuted but pending.
52. Lease Agreement between R-H Associates Bldg. II Corp. and Universal
Diamond Corporation dated July 13, 1987; amended by First Amendment to
Lease Agreement with The Mutual Life Insurance Company of New York as
Landlord dated November 14, 1994; further amended by Second Amendment
to Lease Agreement dated October 2, 1995; Certificate as to Term of
Lease dated November 10, 1995.
53. Lease Agreement (East Tower) between The Mutual Life Insurance Company
of New York and Van Munching & Co., Inc. dated October 3, 1994;
Certificate as to Term of Lease dated January ____, 1995.
54. Lease Agreement (East Tower) between Two Atlanta Financial Center
Associates and Xxxx X. Xxxxxx, Xx., P.C. dated March 31, 1989;
Certificate as to Term of Lease dated December 11, 1989; amended by
First Amendment to Lease Agreement with The Mutual Life Insurance
Company of New York as Landlord dated January 17, 1995
13
EXHIBIT 'B'
29
55. Lease Agreement (East Tower) between R-H Associates Bldg. II Corp. and
Xxxxxx Xxxxx'x for Hair dated June 5, 1987; Certificate as to Term of
Lease dated September 8, 1987; amended by First Amendment to Lease
Agreement with Xxxxxx X. Xxxxx, Xx. d/b/a Xxxxxx Xxxxx'x for Hair with
Two Atlanta Financial Center Associates as Landlord dated September 22,
1992; further amended by Second Amendment to Lease Agreement with The
Mutual Life Insurance Company of New York as Landlord dated July 16,
1996.
56. Lease Agreement (East Tower) between The Mutual Life Insurance Company
of New York and Xxxxxxxx, Xxxxxxxx & Xxxxxxxxxxx, P.C. dated August
2, [1995]; Unconditional Guaranty of Lease by Xxxxx X. Xxxxxxxx, Xxxxx
Xxxxxxxx and Xxxxx Xxxxxxxxxxx dated June 30, 1995; Certificate as to
Term of Lease dated March 27, 1996; First Amendment to Lease dated
August 8, 1996.
57. Lease Agreement between The Mutual Life Insurance Company of New York
and Worldwide Notification Systems, Inc. dated December 1, 1995;
Certificate as to Term of Lease dated April 3, 1996.
The following tenants have agreements regarding antennas on the roofs of the
buildings:
1. Xxxxxxxxx and Company
2. The Xxxxxxxx-Xxxxxxxx Company, Inc.
14
EXHIBIT 'B'
30
SCHEDULE OF COMMISSION AGREEMENTS
South Tower
1. Registration and Commission Agreement between Atlanta Financial Center
Associates and Davidson Associates Inc. dated January 4, 1993 for
Fellows, Johnson, Xxxxx & Xxxxxxxx lease.
2. Registration and Commission Agreement between Atlanta Financial Center
Associates and The Sharp Boylston Companies dated June 28, 1993 for
Xxxxxxxx Xxxxx of Georgia, Inc. lease.
3. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Xxxxxx and Company dated August 23, 1991 for The
Gallup Organization, Inc. lease.
4. Registration and Commission Agreement between Atlanta Financial Center
Associates and Xxxxxxx Xxxxxx & Company dated May 29, 1992 for Xxxxxxx
Dubner lease.
5. Registration and Commission Agreement between Atlanta Financial Center
Associates and Xxxxxxx Xxxxxxx & Co. dated March 13, 1990 for Xxxxxx
Advertising lease.
6. Commission Agreement between The Mutual Life Insurance Company of New
York and Xxxxxx & Associates, L.L.C. dated December 21, 1995 for
MCIMetro Access Transmission Services, Inc. lease.
7. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Meridian Property Group, Ltd. dated July 10, 1989
for Xxxxxx Xxxxx and Xxxxxx Xxxxxx lease.
8. Registration and Commission Agreement between Atlanta Financial Center
Associates and Xxxxxxx & Wakefield of Georgia, Inc. dated June 30, 1993
for Ruys & Company lease.
9. Registration and Commission Agreement between The Mutual Life Insurance
Company of New York and Xxxxx Xxxxxx & Associates dated March 15, 1994
for Xxxxx & Xxxxxxxx lease.
10. Registration and Commission Agreement between The Mutual Life Insurance
Company of New York and Xxxxxx & Associates dated June 23, 1994 for
Todays Temporary, Inc. lease.
EXHIBIT 'C'
31
11. Registration and Commission Agreement between Atlanta Financial Center
Associates and Xxxxxx & Associates, Ltd. dated May 28, 1993 for White,
Smith, Xxxxxx & Ajax lease.
12. Commission Agreement between The Mutual Life Insurance Company of New
York and Xxxxxxx Xxxxxx & Company dated ______________ , 199___ for
Teknion,Inc. lease [Note: unsigned by Landlord].
East Tower
1. Commission Agreement between The Mutual Life Insurance Company of New
York and The Xxxxxx Company dated August 29, 1995 for Xxxxxx X. Xxxxx
d/b/a Xxxxx & Xxxxxx lease.
2. Commission Agreement between The Mutual Life Insurance Company of New
York and Executive Realty dated December 1, 1995 for Worldwide
Notifications Systems lease.
3. Commission Agreement between The Mutual Life Insurance Company of New
York and Xxxxxxxx & Company dated June 29, 1995 for Xxxxxxxxx &
Xxxxxxxx lease. [Note: A second copy of this agreement is dated August
2, 1995, but Seller represents and warrants that both copies constitute
one and the same agreement.]
4. Commission Agreement between The Mutual Life Insurance Company of New
York and Xxxxxx X. Xxxxxx dated March 6, 1995 for Xxxx X. Xxxxxx, Xx.,
P.C. lease.
5. Commission Agreement between The Mutual Life Insurance Company of New
York and The Xxxxxxxxx Company dated December 20, 1994 for Van Munching
& Co., Inc. lease.
6. Commission Agreement between The Mutual Life Insurance Company of New
York and Office Associates, Inc dated October 31, 1995 for Universal
Diamonds, Inc. lease.
7. Commission agreement letter between Xxxxxxxx-Xxxxxxxx Properties,
Incorporated and Xxxxxxx & Xxxxxxxxx of Georgia, Inc. dated August 7,
1986 for Xxxxx, Xxxxxxxx & Xxxxxxx lease.
8. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and COMSTAR Real Estate Services, Inc. dated November
2, 1992 for Small, White & Marani lease.
9. Registration and Commission Agreement between R-H Associates Bldg. II
Corp. and Penso Realty dated June 5, 1987 for Xxxxxx Xxxxx'x for Hair
lease.
2
EXHIBIT 'C'
32
10. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Xxxxxxx Xxxxxx & Company dated January 4, 1993
for Plaza Hotel Management lease.
11. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and CB Commercial dated October 16, 1992 for Mutual
of America lease.
12. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Akin Properties, Inc. dated October 8, 1991 for
Montag & Xxxxxxxx, Inc. lease.
13. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and AFCO Realty Associates, Inc. dated October 11,
1989 for Xxxxxxxx & Xxxxxxxxx, Inc. lease.
14. Registration and Commission Agreement between Atlanta Financial Center
Associates and Xxxxx-Xxxxx/Xxxxxx & Xxxxx dated October 20, 1989 for
Midwest Employers Casualty Company lease.
15. Commission Agreement between The Mutual Life Insurance Company of New
York and Cott & Xxxxxxx, Inc. dated April 12, 1996 for Main America
Capital, Inc. lease.
16. Commission Agreement between The Mutual Life Insurance Company of New
York and CB Commercial Real Estate Group, Inc. dated March 20, 1995 for
Lamberth, Bonapfel, Xxxxxxx & Xxxxxxx lease.
17. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Xxxxx & Xxxxx dated March 24, 1992 for Xxxxxx
Xxxxxxx, Inc. d/b/a Xx Xxxxxxx USA lease.
18. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Xxxxx X. Xxxxx Company dated November 14, 1992
for S.M.M. Corporation d/b/a Xxx Xxx Valet lease.
19. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Xxxxxx and Associates, Ltd. dated December 24,
1991 for Industrial Developments International, Inc. lease.
20. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Akin Properties, Inc. dated November 6, 1991 for
Xxxxx Xxxxx, P.C. lease.
21. Commission Agreement between The Mutual Life Insurance Company of New
York and The Sharp-Boylston Companies dated September 28, 1995 for
Haworth Commercial Furniture lease.
3
EXHIBIT 'C'
33
22. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Xxxxxx and Company dated February 18, 1994 for
Xxxxxxx X. Xxxxx lease.
23. Commission Agreement between The Mutual Life Insurance Company of New
York and Xxxxx & Xxxxx dated October 25, 1995 for Gaiatech, Inc. lease.
24. Commission Agreement between The Mutual Life Insurance Company of New
York and Office Associates, Inc. dated September 28, 1995 for Xxxxxxxxx
& Co. lease.
25. Commission Agreement between The Mutual Life Insurance Company of New
York and Xxxxxxx & Associates dated September 5, 1995 for Xxxxxxxxx &
Xxxx, Inc. lease.
26. Registration and Commission Agreement between The Mutual Life Insurance
Company of New York and The Xxxxxx Company dated August 29, 1994 for
Enterprise Capital Management, Inc. lease.
27. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and CB Commercial Real Estate Group, Inc. dated March
5, 1992 for The Disney Channel lease and Amendment to Registration and
Commission Agreement dated July 23, 1992.
28. Commission Agreement between The Mutual Life Insurance Company of New
York and The LeCraw Company dated November 8, 1995 for Denon Corp.
(USA) lease.
29. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and The Xxxxxx-Xxxxxxxx Company dated December 7,
1993 for Xxxxxxx Management Consultants lease.
30. Commission Agreement between The Mutual Life Insurance Company of New
York and The Xxxxxx Company dated March 15, 1996 for California
Compensation Insurance Company d/b/a Business Insurance Company, Inc.
lease.
31. Registration and Commission Agreement between The Mutual Life Insurance
Company of New York and Brookdale Realty Services dated October 4, 1994
for Brookdale Realty Services lease.
32. Registration and Commission Agreement between The Mutual Life Insurance
Company of New York and Xxxxxx & Associates, Ltd. dated March 28, 1994
for Alliance Technology Management Company lease.
33. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Peachtree Brokers dated August 19, 1993 for
Xxxxxx X. Xxxxx Associates, Inc. lease.
4
EXHIBIT 'C'
34
34. Registration and Commission between Two Atlanta Financial
Associates and Rubloff, Inc. dated May 11, 1990 for Air One, Inc.
lease.
35. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Xxxxxxx & Wakefield of Georgia, Inc. dated
September 2, 1993 for Xxxxxx Well Xxxxxxxxx Xxxxxxxxxx, Inc. lease.
36. Registration and Commission Agreement between Two Atlanta Financial
Center Associates and Xxxxxx & Associates dated September 3, 1993 for
Xxxxxx and Xxxxxxx lease.
37. Commission Agreement between The Mutual Life Insurance Company of New
York and Xxxxxxx/Xxxxxxx Company dated June 28, 1996 for Starbucks
Corporation lease.
North Tower
1. Commission Agreement between The Mutual Life Insurance Company of New
York and The Xxxxxx Company dated May 4, 1995 for Xxxxxx X. Xxxxxxxxx,
P.C. lease.
2. Commission Agreement (undated) between The Mutual Life Insurance
Company of New York and Xxxxxxx Xxxxxx & Company for The Xxxxxxx
Insurance Group lease. [Note: Broker refused to execute standard
agreement and Landlord refused to approve changes requested.]
3. Registration and Commission Agreement between R-H Associates Bldg. III
Corp. and Xxxxxxx Xxxxx Realty dated November 8, 1989 for Xxxxxx X.
Xxxxx & Associates, P.C. lease.
4. Commission Agreement between The Mutual Life Insurance Company of New
York and Xxxxxxx Xxxxxx & Company dated May 5, 1995 for Transcend
Services, Inc. lease.
5. Registration and Commission Agreement between R-H Associates Bldg. III
Corp. and Xxxxxxx & Xxxxxxxxx of Georgia, Inc. dated November 22, 1989
for The Xxxxxx Financial Group lease.
6. Registration and Commission Agreement between R-H Associates Bldg. m
Corp. and Royal LePage Real Estate Services dated March 25, 1991 for
Shore & Azimov, P.C. lease.
7. Commission Agreement between The Mutual Life Insurance Company of New
York and Xxxxxx & Associates dated April 3, 1995 for Spix, Xxxxx &
Reece lease.
5
EXHIBIT "C"
35
8. Registration and Commission Agreement between R-H Associates Bldg. III
Corp. and Real Estate Specialist, Inc. dated August 9, 1994 for The
Prudential Insurance Company of America lease.
9. Registration and Commission between R-H Associates Bldg. III Corp. and
Xxx Xxxxxx Properties dated February 25, 1994 for Xxxxxx
Transportation, Ltd. lease.
10. Commission Agreement between The Mutual Life Insurance Company of New
York and The Xxxxxx Company dated March 20, 1996 for Interim Accounting
Professionals of Atlanta, Inc. lease.
11. Registration and Commission Agreement between R-H Associates Bldg. III
Corp. and Xxxxxxx & Associates dated December 21, 1993 for Christian
Dior Perfumes lease.
12. Commission Agreement between The Mutual Life Insurance Company of New
York and The Xxxxxx Company dated July 27, 1995 for City Capital
Corporation lease. [Note: A second copy of this agreement is dated July
24, 1995, but Seller represents and warrants that both copies
constitute one and the same agreement.]
13. Registration and Commission Agreement between R-H Associates
Bldg. III Corp. and Xxxxx Realty, Inc. dated February 2, 1994 for
Xxxxxxxx & Xxxxx lease.
14. Registration and Commission Agreement between R-H Associates Bldg. III
Corp. and Xxxxxxx Xxxxxx & Company dated August 9, 1994 for X. X.
Xxxxxx & Sons, Inc. lease.
15. Commission Agreement between The Mutual Life Insurance Company of New
York and Sunlink dated April 7, 1996 for BellSouth Communications, Inc.
lease.
16. Registration and Commission Agreement between R-H Associates Bldg.
III Corp. and The Staubach Company-Southeast, Inc. dated July 11, 1991
for KnowledgeWare, Inc. lease.
17. Commission Agreement between The Mutual Life Insurance Company of New
York and Xxxxxx & Associates, L.L.C. dated June 7, 1996 for Xxxxxxx &
Company lease.
18. Commission Agreement between The Mutual Life Insurance Company of New
York and Xxxxxx Properties, Inc. dated October 6, 1995 for BellSouth
Telecommunications, Inc. lease.
19. Registration and Commission Agreement between The Mutual Life Insurance
Company of New York and Xxxxxxx & Wakefield of Georgia dated December
12, 1994 for PeopleSoft lease.
6
EXHIBIT 'C'
36
20. Registration and Commission Agreement between R-H Associates Bldg.III
Corp. and Xxxxxxx & Xxxxxxxxx of Georgia dated June 10, 1992 for
Yankelovich Xxxxxx & White/Clancy, Shulman, Inc. d/b/a Yankelovich,
Xxxxxx Xxxxxxx lease. [Note: unsigned by Landlord].
21. Registration and Commission Agreement between R-H Associates
Bldg. III Corp. and Group VI Real Estate dated December 11, 1992 for
Xxxxxxx Instruments, Inc. lease.
