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15258 ) 1 RESOLUTION NO. 15,258 2 3 A RESOLUTION TO APPROVE A MODIFICATION OF THE LEASE 4 AGREEMENT BETWEEN THE CITY OF LITTLE ROCK, ARKANSAS, 5 THE LITTLE ROCK ADVERTISING & PROMOTION COMMISSION, 6 AND FWH II LITTLE ROCK,LLC,TO DEFER THE RENTAL PAYMENT 7 DUE APRIL 1,2020,JULY 1,2020,AND OCTOBER 1,2020,UNTIL EIGHT 8 (8) PAYMENTS TO BE MADE IN 2021 AND 2022; TO CONSIDER A 9 FURTHER MODIFICATION OF TERMS OF THE LEASE AGREEMENT 10 OCCASIONED BY THE COVID-19 PANDEMIC; AND FOR OTHER 11 PURPOSES. 12 13 WHEREAS,the steps taken by the Federal, State, County and Local Governments in response to the 14 COVID-19 Pandemic have had an adverse impact upon certain industries, and particularly on the tourist 15 industry, as a result of cancellation of hotel reservations,availability of hotel or motel space that complies 16 with social distancing guidelines,and the cancellation of conventions and expositions;and, 17 WHEREAS,the lease agreement entered on February 28, 2013 ("the Agreement"), between the City 18 of Little Rock, Arkansas ("the City"), the Little Rock Advertising & Promotion Commission ("the 19 Commission"), and FWH II Little Rock, LLC ("Fairwood"), has been under discussion because of 20 requirements of quarterly rental payments to be made by Fairwood during this pandemic;and, 21 WHEREAS,the Commission has recommended a minor modification of the requirements, a copy of 22 which is attached as Exhibit 1,and on Tuesday,June 23,2020,approved a resolution that would accomplish 23 this modification. 24 NOW,THEREFORE,BE IT RESOLVED BY THE BOARD OF DIRECTIONS OF THE CITY 25 OF LITTLE ROCK,ARKANSAS: 26 Section 1. The modification of the Agreement between the City, the Commission, and Fairwood, as 27 to quarterly rental payments,a copy of which is attached as Exhibit 1, is approved. 28 Section 2. The City understands and supports the efforts of the Commission and Fairwood to work 29 through issues that have been occasioned by the COVID-19 Pandemic. 30 Section 3. The Mayor and City Clerk are authorized to execute a document in substantially the same 31 form as that attached as Exhibit 1 to this resolution. 32 Section 4. Severability. In the event any title, section, paragraph, item, sentence, clause, phrase, or 33 word of this resolution is declared or adjudged to be invalid or unconstitutional, such declaration or [Page 1 of 41 1 adjudication shall not affect the remaining portions of the resolution which shall remain in full force and 2 effect as if the portion so declared or adjudged invalid or unconstitutional were not originally a part of the 3 ordinance. 4 Section 5. Repealer. All laws,ordinances,resolutions,or parts of the same,that are inconsistent with 5 the provisions of this resolution are hereby repealed to the extent of such inconsistency. 6 ADOPTED: July 7,2020 7 ATTEST: APPROVED: 8 9 , 10 Allison Segars,Depu 2ity Clerk Frank Scott,Jr., or 11 APPROVED AS TO LEGAL FORM: 12 ` 42A4 13 14 Thomas M. Carpenter,City Attorne 15 // 16 // 17 // 18 // 19 // 20 // 21 // 22 // 23 // 24 // 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // 35 // [Page 2 of 41 1 Exhibit 1 2 3 LEASE MODIFICATION RELATED TO 4 QUARTERLY PAYMENT OF ANNUAL RENT 5 6 The parties, as evidenced by their signatures below, modify the terms of their lease dated as of 7 February 28, 2013 ("Lease"), by and among the City of Little Rock, Arkansas, the City of Little Rock 8 Advertising and Promotion Commission (together, "Lessors") and FWH II Little Rock, LLC ("Lessee") 9 only as follows: 10 Lessee's quarterly payments of Annual Rent due on April 1, 2020, July 1 2020, and 11 October 1,2020,under the original terms of Section 5.1 of the Lease,which together total 12 One Hundred Twelve Thousand, Five Hundred Dollars($112,500.00) ("Deferred Rent"), 13 are now due in eight (8) equal payment amounts of Fourteen Thousand, Sixty-Two and 14 50/100 Dollars ($14,062.50) to be made along with and in addition to Lessee's quarterly 15 payments of Annual Rent due during calendar years 2021 and 2022 under the original terms 16 of Section 5.1 of the Lease. 17 Notwithstanding the foregoing, in the event Lessee obtains approval to assign the Lease to 18 a third party, any unpaid portion of the Deferred Rent must be paid in whole by Lessee 19 prior to effectuating the assignment. 20 21 SO AGGREED: LESSORS: 22 City of Little Rock, Arkansas 23 24 ByYc^/1 25 Title: Mayor 26 27 Date:"Ifj,2D acv 28 // 29 Little Rock Advertising and Promotion Commission 30 31 By: 32 Title: Chair 33 34 Date: 35 ]Page 3 of 4] 1 LESSEE: 2 FWH II Little Rock,LLC 3 By: Fairwood Capital,LLC 4 5 By: 6 Title: 7 8 Date: 9 // 10 // 11 // 12 // 13 // 14 // 15 // 16 // 17 // 18 // 19 // 20 // 21 // 22 // 23 // 24 // 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // IPage 4 of 41