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Home My WebLink About16240 1 RESOLUTION NO. 16,240 2 3 A RESOLUTION TO AUTHORIZE THE MAYOR AND CITY CLERK TO 4 EXECUTE THE SECOND AMENDMENT TO A LEASE AGREEMENT 5 FOR THE PARKING SPACES IN THE PARKING LOT AT 2ND STREET 6 AND MAIN STREET, AND THE FIRST AMENDMENT OF THE 7 ASSIGNMENT OF RIGHTS TO THE LEASE AGREEMENT; AND FOR 8 OTHER PURPOSES. 9 10 WHEREAS, on April 1, 1998, the City of Little Rock ("City") and M.S. Green-Little Rock, Corp. 11 ("M.S. Green")entered into a Parking Lot Lease Agreement ("Lease Agreement")to lease parking spaces 12 in the parking lot at 2"d Street and Main Street, Little Rock, Arkansas; and, 13 WHEREAS, M.S. Green assigned its rights to the Lease Agreement (and other such agreements) to 14 BG Excelsior Limited Partnership ("BGE"), by means of an Assignment of Parking Lease, which was 15 filed with the Pulaski County Circuit Clerk's Office on October 3, 2000, as Instrument No. 2000070054; 16 and, 17 WHEREAS, BGE assigned its rights to the Lease Agreement (and other such agreements)to FWH II 18 Little Rock, LLC ("FWH II"), by means of an Assignment, Assumption and First Amendment to the 19 Parking Lot Lease Agreements and Reaffirmation and Extension of Ashley Street Parking Franchise, 20 dated February 28, 2013 ("Assignment Agreement"), which the Board of Directors authorized by Little 21 Rock, Ark., Resolution No. 13,638 (January 22, 2013)(M.S Green, BGE, and FWH II are collectively the 22 "Lessor"); and, 23 WHEREAS, the City and the Lessor agreed that the Lessor owned the right to lease, and the City 24 would lease the real property on the east half of Block 3, being Lots 7, 8, 9, 10, 11 and 12, Block 3,of the 25 Original City of Little Rock, Pulaski County, Arkansas("Real Property"), for parking; and, 26 WHEREAS, Exhibit A to the Lease Agreement incorrectly describes the Real Property as being Lots 27 1, 2, 3, 4, 5 and 6, Block 3, of the Original City of Little Rock, Pulaski County, Arkansas, which is 28 actually the west half of Block 3; and, 29 WHEREAS, the City and FWH II desire to amend the Lease Agreement to correctly describe the 30 Real Property as stated in Exhibit A to this resolution;and, 31 WHEREAS, the City and FWH II are also parties to the Assignment Agreement whereby BGE 32 assigned its rights in the Lease Agreement(and other such agreements)to FWH II; and, 33 WHEREAS, the second recital to the Assignment Agreement incorrectly states that the Real [Page 1 of 131 1 Property, which is the subject of the Lease Agreement, is described in Exhibit B to the Assignment 2 Agreement; however, the Real Property is actually described in Exhibit C to the Assignment Agreement; 3 and, 4 WHEREAS, the third recital to the Assignment Agreement incorrectly states that Real Property, 5 which is the subject of another Lease Agreement, is described in Exhibit C; however, such Real Property 6 is actually described in Exhibit B; and, 7 WHEREAS, the City and FWH II desire to amend the Assignment Agreement to correct the 8 references to the Exhibits; and, 9 WHEREAS, the City utilized the Little Rock Advertising and Promotion Commission ("A&P 10 Commission")as its agent to negotiate the Lease Agreement; and, 11 WHEREAS,the A&P Commission has approved of these amendments. 12 NOW,THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY 13 OF LITTLE ROCK. ARKANSAS: 14 Section 1. The Little Rock City Board of Directors hereby consents to the amendment of the Parking 15 Lot Lease Agreement, dated April 1, 1998 ("Lease Agreement"), by deleting Exhibit A in its entirety and 16 replacing it with the Exhibit A, which is attached to this resolution as Exhibit A, and correctly describes 17 the Real Property that is the subject of the Lease Agreement as follows: 18 Lots 7 through 12 inclusive, Block 3, Original City of Little Rock, Pulaski County, Arkansas, and 19 the east half of an alley located in Block 3, lying westerly of Lots 7 thorough 12 inclusive, now 20 closed by Ordinance No. 12,163, of record in Book 1,057, Page 403, records of Pulaski County, 21 Arkansas. Less and except a strip conveyed to the City of Little Rock, for the purpose of a public 22 street and the installation and maintenance of public utilities and other public purposes, described 23 as: a tract of land being a part of Block 3, Original City of Little Rock, Arkansas, being more 24 particularly described as follows: Beginning at a found %2-inch rebar at the southeast corner of 25 said Block 3; thence North 80 degrees 26 minutes 19 seconds west along the north right-of-way 26 line of East 3rd Street, 22.68 feet; thence along a curve to the left having a twenty (20)-foot radius 27 and a chord bearing and distance of North 54 degrees 35 minutes 20 East, 28.27 feet for a 28 distance of 31.4 feet;thence North 9 degrees 37 minutes 00 sections East, 261.33 feet to a tangent 29 curve to the left; thence along said curve to the left having a radius of twenty (20) feet, and a 30 chord bearing and distance of North 35 degrees 16 minutes 17 seconds West for a distance of 31 28.23 feet to the south right-of-way line of East 2"d street;thence South 80 degrees 09 minutes 34 32 seconds east, along said south right-of-way line, 22.62 feet to a found "X" at the northeast corner 33 of said Block 3; thence South 9 degrees 37 minutes 00 seconds West, along the east line of said 34 Block 3, for a distance of 301.22 feet to the Point of Beginning. (Page 2 of 131 1 The effective date of this amendment shall be April 1, 1998. 2 Section 2. The Board of Directors hereby consents to the amendment of the Assignment, Assumption 3 and First Amendment to Parking Lot Lease Agreements and Reaffirmation and Extension of Ashley 4 Street Parking Franchise, dated February 28, 2013 ("Assignment Agreement") as follows: (1) the 5 reference in the second recital of the Assignment Agreement to Exhibit B shall be amended to be a 6 reference to Exhibit C; and (2)the reference in the third recital of the Assignment Agreement to Exhibit C 7 shall be amended to be a reference to Exhibit B. The effective date of this amendment shall be February 8 28, 2013. 9 Section 3. The Board of Directors hereby authorizes the Mayor and City Clerk to execute the Second 10 Amendment to the Parking Lot Lease Agreement and First Amendment to Assignment attached to this 11 resolution as Exhibit B, to memorialize the amendment of the Lease Agreement and of the Assignment 12 Agreement, and to execute any other contracts, leases or agreements needed to effectuate these changes, 13 consistent with this resolution. 14 Section 4. Severability. In the event any title, section, paragraph, item, sentence, clause, phrase, or 15 word of this resolution is declared or adjudged to be invalid or unconstitutional, such declaration or 16 adjudication shall not affect the remaining portions of the resolution which shall remain in full force and 17 effect as if the portion so declared or adjudged invalid or unconstitutional were not originally a part of the 18 resolution. 19 Section 5. Repealer. All laws, ordinances, resolutions, or parts of the same, that are inconsistent 20 with the provisions of this resolution, are hereby repealed to the extent of such inconsistency, including, 21 but not limited to, Little Rock, Ark., Resolution No. 13,638 (January 22, 2013) 22 ADOPTED: February 20,2024 23 A •3'' APPROVED: 24 25a*►� .-• Z.4r_—. 26 S sane City Clerk Frank Scott,Jr.,Mayor 27 APPRO I • S TO LEGAL FORM: 28 29 /e1.41,1"1--4-7 alLedzoS„ 30 Thomas M. Carpenter,City Attorne 31 // 32 // 33 // 34 // 35 // [Page 3 of 131 1 II 2 Exhibit A 3 4 SECOND AMENDMENT TO PARKING LOT LEASE AGREEMENT 5 AND 6 FIRST AMENDMENT TO ASSIGNMENT 7 8 Lots 7 through 12 inclusive, Block 3,Original City of Little Rock, Pulaski County, Arkansas, and 9 the east half of an alley located in Block 3, lying westerly of Lots 7 thorough 12 inclusive, now 10 closed by Ordinance No. 12,163, of record in Book 1,057, Page 403, records of Pulaski County, 11 Arkansas. Less and except a strip conveyed to the City of Little Rock, for the purpose of a public 12 street and the installation and maintenance of public utilities and other public purposes, described 13 as: a tract of land being a part of Block 3, Original City of Little Rock, Arkansas, being more 14 particularly described as follows: Beginning at a found '/2-inch rebar at the southeast corner of 15 said Block 3; thence North 80 degrees 26 minutes 19 seconds West along the north right-of-way 16 line of East 3' Street, 22.68 feet; thence along a curve to the left having a twenty (20)-foot radius 17 and a chord bearing and distance of North 54 degrees 35 minutes 20 East, 28.27 feet for a 18 distance of 31.4 feet; thence North 9 degrees 37 minutes 00 sections East, 261.33 feet to a tangent 19 curve to the left; thence along said curve to the left having a radius of twenty (20) feet, and a 20 chord bearing and distance of North 35 degrees 16 minutes 17 seconds west for a distance of 21 28.23 feet to the south right-of-way line of East 2" street; thence South 80 degrees 09 minutes 34 22 seconds East, along said south right-of-way line, 22.62 feet to a found "X"at the northeast corner 23 of said Block 3; thence South 9 degrees 37 minutes 00 seconds West, along the east line of said 24 Block 3, for a distance of 301.22 feet to the Point of Beginning. 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // [Page 4 of 131 1 II 2 Exhibit B 3 4 SECOND AMENDMENT TO PARKING LOT LEASE AGREEMENT 5 AND 6 FIRST AMENDMENT TO ASSIGNMENT 7 8 This Second Amendment to Parking Lot Lease Agreement and First Amendment to Assignment (this 9 "Agreement") is entered into this the day of 2024, by and among FWH II Little 10 Rock, LLC, a Delaware Limited-Liability Company ("Lessee"), and the City of Little Rock, a Municipal 11 Corporation, organized and existing under and by virtue of the laws of the State of Arkansas, acting by 12 and through its agent, the City Advertising and Promotion Commission of Little Rock, Arkansas 13 ("Lessor"). 14 15 RECITALS 16 17 WHEREAS, Lessor and Lessee are parties to that certain Parking Lot Lease Agreement (EY2 of 18 Block 3 Original City), dated the Pt day of April, 1998 (as amended, the "Lease"), and pursuant to which 19 Lessee possesses the Real Property on the east half of Block 3, being Lots 7, 8, 9, 10, 11 and 12, Block 3, 20 of the Original City of Little Rock, Pulaski County, Arkansas(the"Demised Premises"); and, 21 WHEREAS, Exhibit A to the Lease incorrectly describes the Demised Premises as being Lots 1, 2, 22 3, 4, 5 and 6, Block 3, of the Original City of Little Rock, Pulaski County, Arkansas, being the west half 23 of Block 3; and, 24 WHEREAS, Lessor and Lessee desire to amend the Lease to correctly describe the Demised 25 Premises as being Lots 7, 8, 9, 10, 11 and 12, Block 3, of the Original City of Little Rock, Pulaski 26 County, Arkansas; and, 27 WHEREAS, Lessor and Lessee are also parties to that certain Assignment, Assumption and First 28 Amendment to Parking Lot Lease Agreements and Reaffirmation and Extension of Ashley Street Parking 29 Franchise, dated the 28"' day of February, 2013 (the"Assignment"); and, 30 WHEREAS, the second recital to the Assignment incorrectly states that the Real Property that is the 31 subject of the Lease is described in Exhibit B to the Assignment, but such Real Property is actually 32 described in Exhibit C to the Assignment; and, 33 WHEREAS, the third recital to the Assignment incorrectly states that the Real Property that is the 34 subject of that certain Agreement to Rent Parking Spaces in the 2"and Main Deck, as amended, dated the (Page 5 of 131 1 1s' day of April, 1998 (the "License"), is described in Exhibit C to the Assignment; however, such Real 2 Property is actually described in Exhibit B to the Assignment; and, 3 WHEREAS, Lessor and Lessee desire to amend the Assignment to correct the reference to the 4 Exhibits. 5 NOW, THEREFORE, in consideration of the foregoing recitals, the mutual covenants contained 6 herein, and Ten Dollars ($10.00), the receipt and sufficiency of which are hereby acknowledged, the 7 parties hereby agree as follows. 8 1. Amendment of Parking Leases. Exhibit A to the Lease is hereby deleted in its entirety 9 and replaced with the Exhibit A attached to this Agreement. 10 2. Effective Date of Amendment to the Lease. To the extent possible, Lessor and Lessee 11 agree that,as to the amendment of the Lease,the effective date is the Is'day of April, 1998. 12 3. Amendment to Assignment. The reference in the second recital of the Assignment to 13 Exhibit B is hereby amended to be a reference to Exhibit C. The reference in the third recital of 14 the Assignment to Exhibit C is hereby amended to be a reference to Exhibit B. 15 4. Effective Date of Amendment to the Assignment. To the extent possible, Lessor and 16 Lessee agree that, as to the amendment of the Assignment, the effective date is the 28th day of 17 February, 2013. 18 5. Global Amendment. The parking deck is located on the West half of Block 3, being Lots 19 1, 2, 3,4, 5 and 6, Block 3. The parking lot is located on the East half of Block 3, being Lots 7, 8, 20 9, 10, 11 and 12, Block 3. Any provision in the Lease to the contrary is amended to reflect the 21 same as of ls'day of April, 1998. Any provision in the Assignment to the contrary is amended to 22 reflect the same as of the 28'h day of February, 2013. 23 24 [Signature and Acknowledgment Pages Follow] 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // [Page 6 of 131 1 SECOND AMENDMENT TO PARKING LOT LEASE AGREEMENT 2 AND 3 FIRST AMENDMENT TO ASSIGNMENT 4 5 IN WITNESS HEREOF,the parties execute this Agreement as of the date first above written. 6 FWH II LITTLE ROCK,LLC 7 a Delaware limited liability company 8 9 By: Fairwood Hospitality Investors II, L.L.C., 10 a Delaware Limited-Liability Company, 11 its sole member 12 13 By: Fairwood Investors II, LLC, 14 a Delaware Limited-Liability Company, 15 its Manager 16 17 By: 18 19 Name: 20 21 Title: 22 // 23 // 24 // 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // 1Page 7 of 131 1 STATE OF ARKANSAS ) 2 )§§ 3 COUNTY OF PULASKI ) 4 5 Before me,the undersigned, a Notary Public, duly-commissioned, qualified and acting within and for 6 said County and State, appeared in person the within named , 7 to me personally known, who stated that he was the of Fairwood Investors, 8 LLC, a Delaware Limited-Liability Company and the manager of Fairwood Hospitality Investors II, 9 L.L.C., a Delaware Limited-Liability Company and the sole member of FWH II Little Rock, LLC, a 10 Delaware Limited-Liability Company, and is duly authorized in his capacity to execute the foregoing 11 instrument for and in the name and behalf of said limited liability company; and he further stated and 12 acknowledged that he had so signed, executed and delivered the foregoing instrument for the 13 consideration, uses and purposes therein mentioned and set forth. 14 WITNESS my hand and official seal, this the day of , 2024. 15 16 17 Notary Public 18 My commission expires: 19 20 21 // 22 // 23 // 24 // 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // 35 'Page 8 of 131 1 SECOND AMENDMENT TO PARKING LOT LEASE AGREEMENT 2 AND 3 FIRST AMENDMENT TO ASSIGNMENT 4 5 IN WITNESS HEREOF,the parties execute this Agreement as of the date first above written. 6 7 CITY OF LITTLE ROCK 8 9 By: 10 11 Name: 12 13 Title: 14 ATTEST: 15 16 By: 17 18 Name: 19 20 Title: 21 // 22 // 23 // 24 // 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // 'Page 9 of 131 1 STATE OF ARKANSAS ) 2 )§§ 3 COUNTY OF PULASKI ) 4 5 On this day before me, the undersigned being a Notary Public of and for the County and State 6 aforesaid, personally appeared and , who 7 acknowledged themselves to be the Mayor and City Clerk, respectively, of the City of Little Rock, 8 Arkansas, a city of the first class, and that they, as such officers, being authorized so to do, executed the 9 foregoing instrument for the consideration, uses and purposes therein contained, by signing the name of 10 the city of first class by themselves as such officers. 11 WITNESS my hand and official seal on this the day of ,2024. 12 13 14 Notary Public 15 My commission expires: 16 17 18 // 19 // 20 // 21 // 22 // 23 // 24 // 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // [Page 10 of 131 1 SECOND AMENDMENT TO PARKING LOT LEASE AGREEMENT 2 AND 3 FIRST AMENDMENT TO ASSIGNMENT 4 5 IN WITNESS HEREOF,the parties execute this Agreement as of the date first above written. 6 7 EXECUTED FOR CERTAIN 8 PURPOSES AS AGENT: 9 10 LITTLE ROCK ADVERTISING AND 11 PROMOTION COMMISSION 12 13 14 By: 15 16 Name: 17 18 Title: 19 20 // 21 // 22 // 23 // 24 // 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // IPage 11 of 131 1 STATE OF ARKANSAS ) 2 )§§ 3 COUNTY OF PULASKI ) 4 5 On this day before me, the undersigned being a Notary Public of and for the County and State 6 aforesaid, personally appeared , who acknowledged himself to be the Chairman of 7 the Little Rock Advertising and Promotion Commission, and that he, as such officer, being authorized so 8 to do, executed the foregoing instrument for the consideration, uses and purposes therein contained, by 9 signing the name of the commission by himself as such officer. 10 WITNESS my hand and official seal on this the day of , 2024. 11 12 13 14 Notary Public 15 My commission expires: 16 17 18 // 19 // 20 // 21 // 22 // 23 // 24 // 25 // 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // [Page 12 of 131 1 SECOND AMENDMENT TO PARKING LOT LEASE AGREEMENT 2 AND 3 FIRST AMENDMENT TO ASSIGNMENT 4 5 Exhibit A 6 7 Lots 7 through 12 inclusive, Block 3, Original City of Little Rock, Pulaski County, 8 Arkansas and the east half of an alley located in Block 3 lying westerly of Lots 7 9 thorough 12 inclusive, now closed by Ordinance No. 12,163, of record in Book 1,057, 10 Page 403, records of Pulaski County, Arkansas. Less and except a strip conveyed to the 11 City of Little Rock, for the purpose of a public street and the installation and maintenance 12 of public utilities and other public purposes, described as: a tract of land being a part of 13 Block 3, Original City of Little Rock, Arkansas, being more particularly described as 14 follows: Beginning at a found '/-inch rebar at the southeast corner of said Block 3; thence 15 North 80 degrees 26 minutes 19 seconds West along the north right-of-way line of East 16 3rd Street, 22.68 feet; thence along a curve to the left having a twenty (20)-foot radius and 17 a chord bearing and distance of North 54 degrees 35 minutes 20 East, 28.27 feet for a 18 distance of 31.4 feet; thence North 9 degrees 37 minutes 00 sections East, 261.33 feet to a 19 tangent curve to the left; thence along said curve to the left having a radius of twenty(20) 20 feet, and a chord bearing and distance of North 35 degrees 16 minutes 17 seconds West 21 for a distance of 28.23 feet to the south right-of-way line of East 2"d street; thence South 22 80 degrees 09 minutes 34 seconds East, along said south right-of-way line, 22.62 feet to a 23 found "X" at the northeast corner of said Block 3; thence South 9 degrees 37 minutes 00 24 seconds West, along the east line of said Block 3, for a distance of 301.22 feet to the 25 Point of Beginning. 26 // 27 // 28 // 29 // 30 // 31 // 32 // 33 // 34 // [Page 13 of 131