7-200

l!.MJ f'fla:

f CITY OF
t..
CITY HALL 1700 CONVENTION CENTER DRIVE
MIAMI BEACH
BEACH,FLORIDA

MIAMI

of

33139 www, miamibeachfl, gov Office

the

City
Manager Telephone 305
673-7010 Facsimile 305 673-7782
2004
June 1,

Mr.Don Peebles
RDP Royal Palm

Biltmore Way Suite 970 Coral Gables, FL 33134 Dear Mr.

Amendment [ Re Town
"
of the First
Peebles:Enclosed please find an executed copy
Park] to Agreement of Lease"between

Hotel, L TO

RDP Royal Palm Hotet

550

Limited Partnership

and the Miami Beach Redevelopment

your

files.

If you have
any

questions,

please do not hesitate

to contact me at

673-7010.Sincerely,
305)
(

C~~
Assistant

City

Manager

CMC/ rar

ALLICHRISTINIRDAIROYAL PALM 1 ST
AMEND TO LEASE. TOWNPARK,
EXECUTED, DOC

enclosures

F:ICMGRI$
TRM

Raul
c:

Agency

for

FIRST AMENDMENT [ RE TOWN PARK] TO AGREEMENT OF LEASE

FIRST AMENDMENT TO AGREEMENT OF LEASE ( the " Amendment") is made and entered
14th
into as of the
2004 by and between RDP ROYAL PALM
day of January,
partnership (" Tenant") and MIAMI
HOTEL LIMITED PARTNERSHIP, a Florida limited
corporate
and politic ("
BEACH REDEVELOPMENT AGENCY, a public body

Owner").
Owner and Tenant entered
WITNESSETH A.

1998,the("Lease"),relating
and recorded
of

to

in official

into

an Agreement

May

of Lease, dated

28,

ty")
real property more particularly described therein ( the Proper"
Book 18170, at page 0893, of the Public Records

Park

Miami-Dade County, Florida. B. Town

Hotel Corporation,

a Tennessee corporation ("Town

is the Hotel Manager defined in the Lease) of the

Park"),

Hotel (

defined in the Lease).C.

Town Park
are

parties to that
Park

and
certain

Loan

ADC

Agreement
convey

Royal

Palm

dated

Borrower")
Holdings, LLC ("

April 30,2001

to Borrower a fortypartnerA
limited
Class
66%)
ship interest in
seven and 66/ 100 percent ( 47.
Purchase Money Promissory
Tenant in consideration for Borrower' s execution and delivery ofthat certain
Note"),
which
Note in favor of Town Park ( the "

the " Loan Agreement"), whereby Town

loan by

Note

evidences the

Park

currently holds a

01(f)
of
4.
an equity

agreed

Town Park

to

D.Town
Borrower (the Loan").
"

to

%)partnership
one percent ( 1 limited
the Loan

Agreement, Town

interest in Tenant. E. Pursuant to Section

Park desires to confirm that the Loan

will

be

treated

as

interest

in Tenant for purposes of the Lease so long as the Loan is outstanding.

NOW, THEREFORE, in consideration of the premises and for other good and valuable consid- eration,

the

receipt

and

sufficiency

of

which is

hereby acknowledged,

Recitals. The foregoing recitals are true and correct.

agree as follows:1.
that
agree
and
Tenant
Equity Interest. Owner
to the extent that the
hereby
2.
guishes between Town Park (in its capacity as Hotel Manager) holding or not holding any

the parties
Lease

distin-

equity interest in

treated for purposes

Tenant,

the Loan,so long

ofthe Lease as if

as

it

is outstanding, shall be

Town Park is holding

3.Any payments made to Town Park in repayment of

an equity

interest in Tenant.

the Loan

or

costs

in connection with

ng Expenses" as defined in the Lease.

the Loan shall not be included within the definition of Operati
"
4.This Amendment shall have no further force or effect upon the first Sale
( termination of the
of the Hotel or the earlier to
occur of i)

Hotel

Management

Agreement between Ten-ant

and Town Park or (ii)

Tenant warrants
6.

E ofthis

the

and

Amendment

represents to Owner and

are true and correct and are

the City of

Miami Beach that recitals B-

a material inducement for Owner and

City to enter into this

No
Amendment. 7.

Further

Modification.

Except

as amended by this

Amendment, the Lease and

and proyisions shall remain in full force and effect. In the event of
the provisions of this Amendment and any provision of the Lease,
the provi- sions of this Amendment shall control.All capitalized terms herein shall have
the same meanings as they have in the Lease,unless otherwise
all of its

any conflict

terms
between

defined herein. IN

WITNESS WHEREOF, this Amendment

duly executed by

been

has

the

r.)/)

Print

d~

H ; y: z,
NameSecretaryWITNESSES: f.~.'

E. .

I-14.

partieshereto.

b~/

4//
h: LPt b
/

6/~~

/)

J
e7,.::;
L
Print Name STATE OF

FLORIDA) SS:

COUNTY

OF

MIAMI-DADE )

The

2004, by
j~-fA day oft:: i.~
methis .()
Redeof
r'
velopm nt
MIamI Beach
the
'
nh:. 1
pohtlC,on behalf of such publIc body. Such
indivdualis

Jlob>
,rr

foregoing

instrum.

was

ent

acknowledged before

as SeJ
Pll-r(~
r,

Agency, a pubhc

body corporate
personally

to

meor

has

r}
of Flori,)
pFaS\
Commission Number:.l>.
7519
loq
lSea
j)
L1LUAN BEAUCHAMP NOTARY PUBLIC
IJt
J.
L,.

tion.

as

PrintNam~. :~

identifica-

mp Notary Public- State

t~

srATEOFFLORIOA COMMISSION NO.

and

known

TENANT":
RDP ROYAL PALM HOTEL LIMITED
PARTNERSHIP, a Florida limited partnership

By: PADC Hospitality Corporation I,

Florida corporation, as general partner

rUMJtpt. yt>

f!:
L-AQ{ I1

By: ~ ....... '

i' 41A

t. t.:
'

P ' nt Name: .~

p,; nt :

2A

Title: ~(

q{~\.--

G(;~~.\

Print Name

STATE OF FLORIDA )
SS:

COUNTY OF MIAMI- DADE)

The

foregoing

instrument

was

acknowledged

before

me

this

u.,(\
l day of
Corporation

ff\~ ,

I,a

Florida
Donahue Peebles,
ADC Hospitality
2004, by R.
Florida
Pa
r
t
n
e
r
s
h
i
p
,
a
limited
corpo- ration, as general partner of RDP Royal Palm Hotel Limited
produced
or
to
me
known
personally
has
part- nership. Such individual is

as President of P

as

identification.NOTARIAL
SEAL) Print

Name:

c.
:
l<
c;..~l.
"
l"<'"
JJt>

L.otl.'t>

of ~
Notary Public- State
l......

A My Commission

Expires: 1\..
L

JudithGMa_l
D02713l

j My CommiAion
y-

JIInUllry 23,2008
APPROVED AS
TO FORM &

IExpl""

LANGUAGE

FOR EXCUTION
l.

J-)"
L1 Red
Agency

Date

iVlI1/

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ent