MINIMUM PAYMENT GUARANTYMinimum Payment Guaranty • March 27th, 2023 • Hall of Fame Resort & Entertainment Co • Services-miscellaneous amusement & recreation
THIS MINIMUM PAYMENT GUARANTY (this “Guaranty”), executed and delivered as of February 2, 2023, is given by HALL OF FAME RESORT & ENTERTAINMENT COMPANY, a Delaware corporation, and HOF VILLAGE NEWCO, LLC, a Delaware limited liability company, each with an address at 2014 Champions Gateway, Canton, Ohio 44708 (“HOFREco” and “HOFV Newco”, respectively; each is referred to herein, together with its successors and any permitted assigns, as a “Guarantor”, and both such Guarantors, jointly, severally, and collectively, are referred to herein as the “Guarantors”), to the STARK COUNTY PORT AUTHORITY, an Ohio port authority and a body corporate and politic (“Stark Port”) and THE HUNTINGTON NATIONAL BANK, as trustee with respect to the Series 2023 Bonds referred to below (“Trustee”).
COOPERATIVE TAX INCREMENT FINANCING AGREEMENTCooperative Tax Increment Financing Agreement • March 27th, 2023 • Hall of Fame Resort & Entertainment Co • Services-miscellaneous amusement & recreation
This Cooperative TAX INCREMENT FINANCING Agreement is made and entered into as of February 1, 2023 (as amended or supplemented from time to time, “this Agreement” or the “Cooperative Agreement”) among Stark County Port Authority (“Stark Port” or “Port Authority”), a port authority and political subdivision and body corporate and politic duly organized and validly existing under the laws of the State of Ohio (“State”), the City of Canton, Ohio, a municipal corporation duly organized and validly existing under the Constitution and other applicable laws of the State (“City”), Hall of Fame Resort & Entertainment Company, a Delaware corporation authorized to transact business in the State (“HOFREco”), and HOF Village Newco, LLC, a Delaware limited liability company authorized to transact business in the State, the sole member of which is HOFREco (“HOFV Newco” and, together with HOFREco and their successors and permitted assigns, “Developer Principals”), and is joined, to the extent stated h
MAINTENANCE AND MANAGEMENT AGREEMENT (STARK PORT PUBLIC ROADWAY) by and between STARK COUNTY PORT AUTHORITY and HOF VILLAGE NEWCO, LLC, Manager Stark County Port Authority Tax Increment Financing Revenue Bonds, Series 2023 (Hall of Fame Village...Maintenance and Management Agreement • March 27th, 2023 • Hall of Fame Resort & Entertainment Co • Services-miscellaneous amusement & recreation
This Maintenance and Management Agreement (Stark Port Public Roadway) (“Agreement”) is made as of February 1, 2023, by and between the Stark County Port Authority (together with any successor thereto under this Agreement, the “Port Authority”), a port authority and a body corporate and politic duly organized and validly existing under the laws of the State of Ohio (“State”), and HOF Village Newco, LLC, a Delaware limited liability company authorized to transact business in the State (“HOFV Newco” and, together with any permitted successor or assign hereunder, “Manager”), and is joined by Hall of Fame Resort & Entertainment Company, a Delaware corporation authorized to transact business in the State and the sole member of HOFV Newco (“HOFREco”), as to certain obligations, under the following circumstances (with each word or term used in this Agreement as a defined term, and which is not expressly defined herein, having the meaning assigned to it in, or in accordance with, Section 1 of t
SHORTFALL PAYMENT GUARANTYShortfall Payment Guaranty • March 27th, 2023 • Hall of Fame Resort & Entertainment Co • Services-miscellaneous amusement & recreation
THIS SHORTFALL PAYMENT GUARANTY (this “Guaranty”) executed and delivered as of December 29, 2022 is given by STUART LICHTER, AS TRUSTEE OF THE STUART LICHTER TRUST U/T/D DATED NOVEMBER 13, 2011, and STUART LICHTER, an individual, each with an address at c/o Industrial Realty Group, LLC, 11111 Santa Monica Boulevard, Suite 800, Los Angeles, California 90025 (jointly, severally, and collectively referred to herein as either “Guarantor” or “Guarantors”), to the STARK COUNTY PORT AUTHORITY, an Ohio port authority and a body corporate and politic (“Stark Port”) and THE HUNTINGTON NATIONAL BANK, as trustee with respect to the Series 2022 Bonds referred to below (“Trustee”).
