0000315858-19-000063 Sample Contracts

AMENDMENT NO. 1 TO AMENDED AND RESTATED OPERATING AGREEMENT OF BLUEGREEN/BIG CEDAR VACATIONS, LLC a Delaware limited liability company
Operating Agreement • August 7th, 2019 • BBX Capital Corp • Real estate • Delaware

THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED OPERATING AGREEMENT OF BLUEGREEN/BIG CEDAR VACATIONS, LLC (this “Amendment”), dated as of October 1, 2010, is made and entered into by and among those Persons identified on Exhibit A to this Amendment (the “Members”).

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AMENDMENT NO. 2 TO AMENDED AND RESTATED MARKETING AND PROMOTIONS AGREEMENT
Marketing and Promotions Agreement • August 7th, 2019 • BBX Capital Corp • Real estate • Delaware

THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED MARKETING AND PROMOTIONS AGREEMENT (this “Amendment”) is entered into this 1st day of October, 2010, by and among Big Cedar, L.L.C., a Missouri limited liability company (“Big Cedar”), Bass Pro, Inc., a Delaware corporation (“Bass Pro”), Bass Pro Outdoor World, L.L.C., a Missouri limited liability company (“BPOW”), Bass Pro Intellectual Property, L.L.C., a Missouri limited liability company (“BP Intellectual Property”), World Wide Sportsman, Inc., a South Carolina corporation (“WW Sportsman”), Bass Pro Shops Canada, Inc., an Ontario corporation (“BPS Canada”), Bass Pro Shops Canada (Calgary), Inc., a Canada corporation (“BPS Canada Calgary”), Bass Pro Shops Canada (Montreal), Inc., a Canada corporation (“BPS Canada Montreal”), BPIP, LLC, a Virginia limited liability company, (“BPIP”), Tracker Marine, L.L.C., a Missouri limited liability company (“Tracker Marine”), BPS Direct, LLC, a Delaware limited liability company (“BPS Direct”), Bluegree

AMENDED AND RESTATED OPERATING AGREEMENT OF BLUEGREEN/BIG CEDAR VACATIONS, LLC
Operating Agreement • August 7th, 2019 • BBX Capital Corp • Real estate • Delaware

THIS AMENDED AND RESTATED OPERATING AGREEMENT OF BLUEGREEN/BIG CEDAR VACATIONS, LLC (“Agreement”) is made and entered into as of this 31st day of December, 2007 (the “Effective Date”) by and among those Persons identified on Exhibit A attached hereto (the “Members”).

AMENDMENT NO. 2 TO AMENDED AND RESTATED OPERATING AGREEMENT OF BLUEGREEN/BIG CEDAR VACATIONS, LLC a Delaware limited liability company
Operating Agreement • August 7th, 2019 • BBX Capital Corp • Real estate • Delaware

THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED OPERATING AGREEMENT OF BLUEGREEN/BIG CEDAR VACATIONS, LLC (this “Amendment”), dated as of August 31, 2016, is made and entered into by and among those Persons identified on Exhibit A to this Amendment (the “Members”).

AMENDMENT NO. 1 TO AMENDED AND RESTATED MARKETING AND PROMOTIONS AGREEMENT
Marketing and Promotions Agreement • August 7th, 2019 • BBX Capital Corp • Real estate • Delaware

THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED MARKETING AND PROMOTIONS AGREEMENT (this “Amendment”) is entered into this ___day of June, 2010, by and among Big Cedar, L.L.C., a Missouri limited liability company (“Big Cedar”), Bass Pro, Inc., a Delaware corporation (“Bass Pro”), Bass Pro Outdoor World, L.L.C., a Missouri limited liability company (“BPOW”), Bass Pro Outdoors Online, L.L.C., a Missouri limited liability company (“BP Online”), BPS Catalog, LLC, a Missouri limited liability company and successor by conversion of BPS Catalog, L.P. (“BPS Catalog”), Bass Pro Intellectual Property, L.L.C., a Missouri limited liability company, formerly known as Bass Pro Trademarks, L.L.C. (“BP Intellectual Property”), World Wide Sportsman, Inc., a South Carolina corporation (“WW Sportsman”), Bass Pro Shops Canada, Inc., an Ontario corporation (“BPS Canada”), Bass Pro Shops Canada (Calgary), Inc., a Canada corporation (“BPS Canada Calgary”), Bass Pro Shops Canada (Montreal), Inc., a Canada corpo

FIRST AMENDMENT TO LOAN DOCUMENTS
Loan Agreement • August 7th, 2019 • BBX Capital Corp • Real estate • Florida

This FIRST AMENDMENT TO LOAN DOCUMENTS, dated as of July 25, 2019 (this “Amendment”), is by and among BLUEGREEN VACATIONS UNLIMITED, INC., a Florida corporation (the “Borrower”), BLUEGREEN VACATIONS CORPORATION (f.k.a. Bluegreen Corporation), a Florida corporation (the “Guarantor” and, together with the Borrower, collectively, the “Loan Parties”) and FIFTH THIRD BANK, an Ohio banking corporation (the “Lender”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in (including by incorporation by reference pursuant to Section 13 of) the Guaranty.

SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS
Credit Agreement • August 7th, 2019 • BBX Capital Corp • Real estate • New York

This SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS, dated as of July 25, 2019 (this “Amendment”), is by and among BLUEGREEN VACATIONS CORPORATION (f.k.a. Bluegreen Corporation), a Florida corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto and FIFTH THIRD BANK, an Ohio banking corporation, as administrative agent (in such capacity, the “Administrative Agent”) and as the letter of credit issuer (in such capacity, the “L/C Issuer”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Amended and Restated Credit Agreement.

AMENDED AND RESTATED MARKETING AND PROMOTIONS AGREEMENT
Settlement Agreement and Amendment No. 3 to the Amended and Restated Marketing and Promotions Agreement • August 7th, 2019 • BBX Capital Corp • Real estate • Delaware

This Settlement Agreement and Amendment is entered into this 13th day of June 2019 by and among Bluegreen Vacations Unlimited, Inc. (“Bluegreen”) on the one hand and Bass Pro, LLC and Big Cedar, LLC (“Bass Pro”) on the other hand. Bluegreen and Bass Pro are collectively referred to herein as the “Parties”.

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