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HomeMy WebLinkAbout19- Estoppel Certificate - The Etha Hotel, LLC - Agreement for the Use of Parking Spaces in the Bridger Park Downtown Intermodal Facility .Ket rn io: Security Title Comp ` Ceomodation 01dy P.O. Box 6550 STC# Uolq .� Bozeman, MT 59771-6550 ESTOPPEL CERTIFICATE AND CONSENT TO COLLATERAL ASSIGNMENT OF PARKING AGREEMENT AND ASSUMPTION AGREEMENT PARKING Bridger Park Downtown Intermodal Facility, 26 East Mendenhall PREMISES: Street,Bozeman,Montana PARKING Agreement for the Use of Parking Spaces in the Bridger Park AGREEMENT: Downtown Intermodak Facility, dated August 21, 2013, by the Bozeman Parking Commission and The Etha Hotel,LLC and recorded as Document No. 2460146 in the records of Gallatin County, Montana, as amended by Amendment 1 dated April 30,2018 recorded as Document No. 2613099 in the records of Gallatin County, Montana. PROPERTY: - 24 West Mendenhall Street,Bozeman,Montana PARKING Bozeman Parking Commission COMMISSION: BORROWER: The Etha Hotel,LLC LENDER: CIP 2018 Equity REIT LLC, together with its successors and assigns as holder(s) of the Loan DATE: March AL,2019 The Lender is providing a construction mortgage loan (the"Loan") to Borrower. Pursuant to a certain Collateral Assignment and Security Agreement in Respect of Contracts, Licenses and Permits and such other assignment instruments as may be executed from time to time between Borrower and Lender("Collateral Documents"),Borrower has agreed, among other things, to assign to Lender, as collateral security for the Loan and related obligations, all of its right, title and interest in,to and under the Parking Agreement. Pursuant to Section 6 of the Parking Agreement, the Parking Commission's consent is required in order for Borrower to collaterally assign its rights under the Parking Agreement. This Estoppel Certificate and Consent to Collateral Assignment of Parking Agreement and Assumption Agreement(this "A reement") is entered into by the Parking Commission as a courtesy for the benefit of Borrower with the understanding that Lender will loan certain monies to Borrower for Borrower to complete construction of the Etha Hotel (the "Hotel"). The Lender represents it will engage in its own due diligence regarding the conditions of the Parking Premises, the Hotel,and the current state of Borrower's compliance with the Parking Agreement. NOW, THEREFORE, in consideration of the foregoing, and for other good and valuable consideration,the receipt and adequacy of which are hereby acknowledged,the Parking Commission and the Lender hereby agree as follows: 2641589 Page: 1 of 19 0t4/1I05/2019t 10:31:07 AM( FFeI(e: $143.00 Error)Unknown document property name. IIIIIIIIIIIIII IIIIIIII IIII IIIIIIIIIIIiII IIII(IIIIIIII IIIII IIIII IIIIIIIIII'IIIIIIII�II"IIIIsc 2641589 Page 2 of 19 04/05/201 9 1 0:31:07 AM 1. Attached hereto as Exhibit "A" is a true, correct, and complete copy of the Parking Agreement. Except as attached hereto, the Parking Agreement has not been assigned, modified,supplemented, or amended in any way. The Parking Agreement constitutes the entire agreement with respect to the Parking Premises between the Parking Commission and Borrower. The Lender acknowledges and agrees the purpose of the Parking Agreement is only to provide parking for a hotel for use by the public and not for any other use and Lender acknowledges should a use other than a hotel commence on the property,such as a residential or other commercial use, such use may automatically result in the Borrower or the Lender,as applicable, being in default of the Parking Agreement. 2. The Parking Agreement is valid and is in full force and effect, and, to the best of the Parking Commission's knowledge,Borrower is not in default thereunder. 3. Notwithstanding anything to the contrary contained in the Parking Agreement, the Parking Commission hereby consents to Borrower's collateral assignment of its right, title and interest in and to the Parking Agreement to the Lender and agrees that, upon receipt of notice from Lender that an event of default has occurred with respect to Borrower's obligations in connection with the Loan, if so requested in such notice, Lender shall be entitled to exercise all of Borrower's rights under the Parking Agreement and all other rights otherwise afforded to a secured party. 4. The Parking Commission agrees that if Lender notifies the Parking Commission in writing that Lender has foreclosed upon the Property or otherwise acquired title in connection with the exercise of remedies under the loan documents or a deed-in-lieu of — - --- --foreclosure--(each;a "Lender-T-itle-Transfer-Action"),then-(a)-L-ender-shall-be-substituted----- — for Borrower under the Parking Agreement, (b)the Parking Commission shall (1)recognize Lender as its counterparty under the Parking Agreement and(2) subject to the provisions of the Parking Agreement and this Agreement, perform its obligations under the Parking Agreement in favor of Lender. If Lender notifies the Parking Commission it has effected a Lender Title Transfer Action, Lender must, in the same written notice, (i) indicate whether it intends to honor the Borrower's duties and obligation under the Parking Agreement from and after the date of such Lender Title Transfer Action; or (ii)terminate the Parking Agreement. If the Lender delivers a notice pursuant to clause (i), Lender agrees to accept all the duties and obligations of Borrower included in the Parking Agreement including all required indemnity obligations as if they were its own,in each case first accruing after such Lender Title Transfer Action.Nothing herein releases the Borrower from such duties and obligations accruing prior to such action by Lender. If the Lender notifies the Parking Commission of its intent to terminate the Parking Agreement pursuant to clause(ii)above,Lender must,within thirty(30)days of such notice deliver to the City of Bozeman a detailed plan for how it will bring the Hotel into compliance with the City of Bozeman's Unified Development Code's parking requirements. Lender acknowledges and agrees that failure to bring the Hotel into compliance the City of Bozeman's Unified Development Code's parking requirements may result in the City of Bozeman revoking the Hotel's certificate of occupancy. z Error:Unknown document property name. 2641589 Page 3 of 19 04/05/2019 10:31:07 AM l 5. The Parking Commission agrees that in the event of a default or breach by Borrower of any of the terms, conditions or provisions of the Parking Agreement, the Parking Commission will give Lender written notice of such default. In all cases of default by Borrower of any of the terms, conditions or provisions of the Parking Agreement, the Parking Commission agrees to give Lender the opportunity to remedy or cure such default within the time periods provided for in the Parking Agreement or thirty (30) days after receipt of the notice of default by Lender, whichever is later. If such cure or performance by Lender is satisfactory to the Parking Commission, the Parking Commission agrees to accept any such cure or performance by Lender on Borrower's behalf as if Lender were the"Hotel"under the Parking Agreement. 6. Upon the full discharge and satisfaction of Borrower's obligations under the Loan and the release of the Deed of Trust by Lender(except in connection with a Lender Title Transfer Action pursuant to Section 4 of this Agreement), this Agreement and all rights herein assigned to Lender and the duties and obligations assumed by Lender shall terminate automatically without further notice. 7. Nothing herein shall affect the Parking Commission's right to amend and/or terminate the Parking Agreement for any reason provided in the Parking Agreement; provided that any amendment entered into by Borrower shall not be binding on Lender without Lender's written consent to such amendment. The Parking Conunission agrees to provide written notice of any such amendment or termination to Lender. 8. Notwithstanding anything to the contrary herein, in the event Lender succeeds to Borrower's right and interest in and to the Parking Agreement pursuant to Section 4 of this Agreement, Lender's interest in the Parking Agreement may be assigned by Lender only with the prior written approval of the Parking Commission, which approval shall not be unreasonably withheld, conditioned or delayed. A requirement that the assignee must use the Property as a hotel shall not be regarded as an unreasonable condition. 9. All notices to be given to Lender shall be addressed as follows: CIP 2018 Equity REIT LLC One Boston Place Boston, MA 02108 Attention: Patrick O'Sullivan Telephone: (617) 624-8323 Email:posullivan(c�r�,crossharborcapital.com All notices to be given to the Parking Commission shall be addressed as follows: Bozeman Parking Commission Attn: Parking Manager PO Box 1230 Bozeman, MT 59771-1230 3 Error!Unknown document property name. 2641589 Page 4 of 19 04/05/2019 10:31:07 AM 10. The persons signing this Agreement are duly authorized representatives of the Parking Commission and the Lender,as applicable. It. This Agreement shall be binding upon the undersigned and its successors and assigns. 12. This Agreement shall be governed by and construed in accordance with the laws of the State of Montana, without regard to conflict of laws principles. Venue for any legal actions pertaining to this Agreement shall be Gallatin County,Montana. 13. This Agreement shall be recorded in the records of the Gallatin County Clerk and Recorder. All costs of recording shall be borne by the Lender. A copy of this recorded agreement shall be provided to the Parking Commission at the address noted herein. [Signatures begin on the following page] 4 Error!Unknown document property name. 2641589 Page 5 of 19 04/05/201 9 1 0:31:07 AM BOZEMAN PARKING COMMISSION By: Name: Title: Park' g Manager STATE OF MONTANA } COUNTY OF0�11tC� ) moscv This instrument was acknowledged before me on this day of•F�-ebmary 2019, by known to me to be the Parking Manager of the City of Bozeman on behalf of the Bozeman Parking Commission,an entity of the City of Bozeman..�� ^ [Type, Stamp or Print Name] Notary Public for the State of Montana KA-f*.-+Er11-c: nn.AiNEs g Residin at ,Montana i:.,sary F iblic for the State of:viontana My commission expires ,20 Resi(i;n- at: '.51:,AL. Q, Beigrade., Montana 9 .., .. My Commission Expires: July 22,2020 LSighatures continue on the following page] Errorl Unknown document property name. 2641589 Page 6 of 19 04/05/201 9 1 0:31:07 AM CIP 2018 EQUITY REIT LLC, a Delaware limited liability company By: CrossHarbor Institutional Partners 2018 GP, L.P., a Delaware limited partnership, its Manager By: CrossHarbor Capital Partners LLC, a Delaware limited liability company, its General Partner By: Name: Title: STATE OF } } COUNTY OF ) This instrument was acknowledged before me on this day of February.2019,by ,known to me to be the of CrossHarbor Capital Partners LLC, which is the general partner of CrossHarbor Institutional Partners 2018 GP, L.P., which is the Manager of CIP 2018 Equity REIT LLC. [Type,Stamp or Print Name] Notary Public for the State of Montana Residing at ,Montana My commission expires , 20_ 6 Error[Unknown document property name. 2641589 Page 7 of 19 04/05/2019 10:31:07 AM CIP 2018 EQUITY REIT LLC, a Delaware Iimited liability company By: CrossHarbor Institutional Partners 2018 GP,L.P., a Delaware limited partnership, its Manager By: CrossHarbor Capital Partners LLC, a Delaware limited liability company, its General Partner By: �\ -el— Name: J . art Title: Ma in Partner COMMONWEALTH OF MASSACHUSETTS } } COUNTY OF SUFFOLK ) On thisf-1 day of March, 2019, before me, the undersigned notary public, personally appeared Jay C. Hart proved to me though satisfactory identification, which was based on the undersigned's personal knowledge of the identity of the principal, to be the person whose name is signed on the preceding or attached document, and acknowledged to me that he signed it voluntarily for its stated purpose as Managing Partner of CrossHarbor Capital Partners LLC, which is the General Partner of CrossHarbor Institutional Partners 2018 GP, L.P., which is the Manager of CIP 2018 Equity REIT LLC,a Delaware limited liability company. V:�, / Notary Public �,1�u u r rNryr My Commission Expires:`\\`\\`����P�00 Os''�i' cp 7J; i/'O�••;vch'BALiH�� yUSETSS :'• �`+• rrr1r11l1111��ON 6 Errort Unknown document property name. 2641589 Page 8 of 19 04/05/201 9 1 0:31:07 AM Exhibit A Parking Agreement See attached. Error!Unknown document property name. I 2641589 Page 9 of 19 04/05/201 9 1 0:31:07 AM AFTER RECORDING PLEASE RETURN TO. Scott Lee , Parking Manager,City of Bozeman PO Box 1230 2460146 Bozeman,MT 59771-1230 Page 1 or 7 09/21/2013 09 to 17 PM fee $49 00 Charlotte Mills - Gallatin County MT MisC 1111311111111111 IIII IIIIIII IIIIII IIII IIII 1pll 1111111111111111 Ill IIIII IIIII il111111 a ys BOZEMAN PARKING COMMISSION Co.ebod AGREEMENT FOR THE USE OF PARKING SPACES IN THE BRIDGER PARK DOWNTOWN INTERMODAL FACILITY THIS AGREEMENT made and entered into this day of 2013 by and between the BOZEMAN PARKING COMMISSION, an entity of the tAty of Bozeman, Montana, created pursuant to City of Bozeman Resolutions 1676, 1839, and 3803 and formed under the laws of the State of Montana, with a mailing address of PO Box 1230, Bozeman, MT 59771 (the "Parking Commission") and The Etha Hotel, LLC (hereinafter the "Hotel'), with an address of 7 Beall Street, Bozeman, MT and a mailing address of PO Box 1795, Bozeman, MT 59715. WHEREAS, the City of Bozeman is the recipient of a Congressional appropriation dedicated to the construction of the Bridger Park Downtown Intermodal Facility (Bridger Park); and WHEREAS, the Parking Commission is the entity charged with the regulation of parking in the City of Bozeman and is authorized by law to enter into lease and rental agreements for the long term use of the Bridger Park. NOW THEREFORE, in consideration of the mutual promises and consideration hereinafter described, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties do agree as follows: Page 1 of 7 2641589 Page 10 of 19 04/05/2019 10:31:07 AM 1. Purpose. The Hotel desires to use parking spaces in basement level of the Bridger Park for the sole purpose of providing parking for the Hotel, located at 24 West Mendenhall Street. Said parking shall be for the use of the Hotel, including without limiting, its owners, employees, guests, invitees, and suppliers. This Agreement sets forth the terms pursuant to which the Parking Commission authorizes the Hotel to use such parking spaces. 2. Term of Anreement/TermInation. This Agreement shall be executed and effective no later than Final Site Plan approval from the City of Bozeman Department of Community Development. The term of lease for parking spaces as provided for herein shall commence no later than the issuance of a certificate of occupancy from the City of Bozeman Building Division. The lease issued hereunder shall be in effect for no less than 25 years from the date of lease of parking spaces. The parties may renew this Agreement and the lease issued hereunder for five (5) additional five (5) year periods upon written request by the Hotel. The Hotel may not terminate this Agreement without the prior written consent of the Parking Commission.The Parking Commission may not terminate this Agreement unless such termination is required by law. Notwithstanding the above, unless otherwise authorized by the Parking Manager in writing, this Agreement shall terminate automatically should the final site plan approval for the Hotel, if granted by the City of Bozeman, lapse pursuant to the requirements of 38.19.120.E, BMC but in no case shall this Agreement remain in effect including the obligation of the Parking Commission to lease parking spaces under this Agreement should the Hotel not obtain a building permit from the City of Bozeman within two (2) years of the effective date of this Agreement. In addition, this Agreement shall terminate if a building permit is issued within two (2) years of the effective date of this Agreement but a final occupancy permit is not Issued by the City of Bozeman due to no fault of the Hotel within four (4)years of the effective date of this Agreement. 3. Number and Use of Parking Spaces. The Parking Commission shall make available to the Hotel no more than 100 and no less than that required under UDC parking requirements in existence at the time of final site plan approval in the basement level of Bridger Park unless the Parking Commission requires a different location within Bridger Park for the sole purpose of providing parking, and access thereto, for the use of the Hotel on a 24-hour basis. The number of spaces made available for lease to the Hotel shall be no less than that required under UDC parking requirements in existence at the time of final site plan approval. The Parking Commission shall, upon request, provide the Hotel notice of how many parking Page 2 of 7 2641589 Page 11 of 19 04/05/2019 10:31:07 AM spaces are available on or before December 31 each year. In addition to the above, the Parking Commission shall provide repair and maintenance, including without limiting, graffiti removal, striping, and pothole/crack repair during normal business hours. 4. Rate and Adiustment/AVI Access Cards. The Hotel shall pay the Parking Commission a bulk rate of thirty-five dollars ($35.00) per month per space upon commencement of the lease as set forth in paragraph 2. The Parking Commission may increase the rate without prior notice to the Hotel on an annual basis in accordance with Parking Commission policy. Such policy requires rates to be established in compliance with the Master Agreement as discussed in Section 5, below. The Parking Commission may charge a refundable deposit and actual costs of replacement for AVI access cards. 5. Federal Faciilty/Parking Commission Control. The Hotel recognizes the City of Bozeman constructed the Bridger Park with funds obtained through a Congressional appropriation as administered by the United States Department of Transportation's Federal Transit Administration (FTA Project No, MT-0440004-00). In addition, the Hotel recognizes the City of Bozeman annually enters into an agreement with the FTA called the Master Agreement (FTA MA(19), October 1, 2012) (Exhibit A). In its use of parking spaces under this Agreement the Hotel shall take no action which would adversely affect the federal interest in the Bridger Park and shall at all times use the parking spaces in a manner that complies with the Master Agreement. Further the Hotel recognizes that the City of Bozeman must maintain satisfactory continuing control over the Bridger Park and that there may be no interference with transit functions. Any revenue collected in excess of operation and maintenance costs are to be committed to the provision of public transportation services. The Hotel agrees the Parking Commission has and may adopt rules, regulations, and administrative directives for the reasonable operation of the Bridger Park. The Hotel shall abide by all such rules, regulations, and directives. 6. Modification and Assignability: This document contains the entire agreement between the parties and no statements, promises or inducements made by either party or agents of either party not contained in this written Agreement may be considered valid or binding. This Agreement may not be enlarged, modified or altered except by written agreement signed by the parties hereto. The Hotel may not subcontract or assign its rights or delegate its duties under this Agreement without the prior written consent of Parking Commission. Page 3 of 7 2641589 Page 12 of 19 04/05/2019 10:31:07 AM 7. Compliance with Unified Development Code: The Hotel acknowledges it is required, pursuant to the City's Unified Development Code (Chapter 38, BMC), to provide parking spaces for Hotel uses. The Hotel intends this Agreement to satisfy its UDC parking requirement. As such, this Agreement is revocable only with the prior written approval of the appropriate UDC review authority. 8. ,AR-Ilcabilit : This Agreement and any extensions hereof shall be governed and construed in accordance with the laws of the State of Montana. 9. Non-discrimination. The Armory Hotel shall not discriminate In the fulfillment of this Agreement on the basis of race, color, religion, creed, sex, age, marital status, national origin, or actual or perceived sexual orientation, gender identity or disability. 10.indemnification/Hold Harmless. The Hotel agrees to the fullest extent permitted by law, to defend, indemnify, and hold the Parking Commission and the City of Bozeman including their officers, agents, and employees, the Intermodal Commerce Condominium Association and its individual Unit Owners, and the Mendenhall Marketplace Condominium Association and its individual Unit Owners harmless against claims, demands, proceeding, suits, damages, losses, and expenses Including attorney fees and costs connected therewith that may be asserted or claimed against, recovered from or suffered by any of the above by reason of any injury or loss, including but not limited to, personal injury, including bodily injury or death, property damage, loss of use, or other injury or loss of any kind occasioned by, growing out of, or in any way arising or resulting from any intentional, reckless, or negligent act on the part of the Hotel, its owners, employees, guests, invitees, suppliers, lessees, licensees, guests, patrons, employees, officers, or agents while using the Bridger Park. The Hotel on behalf of its lessees, licensees, guests, patrons, employees, officers, and agents, hereby waives any and all claims and recourse against the Parking Commission, the City of Bozeman, including its officers, agents or employees, and the Intermodal Commerce Condominium Association and its individual Unit Owners, and the Mendenhall Marketplace Condominium Association and its individual Unit Owners including the right of contribution for loss or damage to person or property including loss of use arising from, growing out of, or in any way connected with or Incident to the performance of this Agreement except "responsibility for his own fraud, for willful injury to the person or property of another, or for violation of law, whether willful or negligent" as per 28-2-•702, MCA. Nothing contained in this paragraph shall be construed as the Hotel waiving any claims and recourse against Page 4 of 7 2641589 Page 13 of 19 04/05/2019 10:31:07 AM the Parking Commission, the City of Bozeman, including its officers, agents or employees for a breach of this Agreement. Should the Parking Commission, the City of Bozeman, the Intermodal Commerce Condominium Association to include its individual Unit Owners, or the Mendenhall Marketplace Condominium Association to include its Unit Owners be required to bring an action against the Hotel to assert its right to defense or indemnification under this Agreement any of the entities named above shall be entitled to recover its reasonable costs and attorney fees incurred in asserting its right to indemnification or defense but only if a court of competent jurisdiction determines the Armory Hotel was obligated to defend the claim(s) or was obligated to indemnify the above entities for a claim(s) or any portions)thereof. The obligations of this section (section ten (10)) shall survive termination of this Agreement. 11.Insurance, In addition to and independent from the requirements of Section 10, the Hotel shall secure insurance coverage in a form acceptable to the Parking Commission and furnish to the Parking Commission an accompanying certificate of insurance issued by a company authorized to do business in the State of Montana In amounts not less than as follows: • Workers' Compensation -statutory • Employers' Liability - $1,000,000 per occurrence; $2,000,000 annual aggregate • Commercial General Liability - $1,000,000 per occurrence; $2,000,000 annual aggregate • Automobile Liability - $1,000,000 property damage/bodily injury; $2,000,000 annual aggregate The Parking Commission, City of Bozeman, and their officers, agents, and employees, shall be endorsed as an additional insured on a primary non-contributory basis on both the Commercial General and Automobile Liability policies. The insurance and required endorsements must be in a form suitable to City and shall include no less than a thirty (30) day notice of cancellation or non-renewal. The Hotel must demonstrate to the City's satisfaction that the above insurance coverage is in place and is provided in a manner acceptable to the City including any endorsements prior to the Hotel using any parking spaces. Nothing herein shall grant the City the authority to require the Hotel to use the services of a specific insurance provider. Page 5 of 7 2641589 Page 14 of 19 04/05/2019 10:31:07 AM 12.Authorization. The parties signing below hereby represent and warrant that they are duly authorized to sign this agreement on behalf of the entities. 13.Recordation. This Agreement shall be recorded in the files of the Gallatin County Clerk and Recorder. All costs of recording shall be borne by the Hotel. A copy of this recorded agreement shall be provided by the Parking Manager. # tam# End of Agreement except for signature page Page 6 of 7 2641589 Page 15 of 19 04/05/2019 10:31:07 AM S� � t' Executed this 2 day of ��,N S - , 2013. Parking C tssion: P ing Manage— STATE OF MONTANA ) SS. County of Gallatin ) This hstrument was acknowledged before me on the 12L day of , 20,Inby Scott Lee, as Parking Manager for the City of Bozeman, Monta iU R1ri STACY MARIE ULMEN ' NOTARY PUBLIC for the Not YIF*Iiq for h State of Montana e 11Z State of Montana Printe N m IC SEAL Residing at Manhattan.Montana N; rqo ) My Commission Expires Residing in September 93,2016 My Commission Expires: �•�___ The Etha otel, LL,C, a Montana limited liability company: By: Cory L ranee, managing member o Etxea Hospitality, LLC, sole member of Etha Hotel,ttC STATE OF MONTANA } . ss. County of Gallatin ) This instrument was acknowledged before me on the cat 'day of , 20 15 by Cory Lawrence, as managing member of Etxea Hospitality, LL tha Hotel LL s managing member. VW'MAJJ0 W I-D)(-�, Nota u c r tate o ontan • r�`� STACY MARK lti MAN ___ Printe e: NOTARY PURt,IQ tt;P the stataatMantana Residing in A Reeldlnp at Manhattan,M(mtann My Commission xpires: Cammiseton� t;209xpplfas e iem ar t3 $ Page 7 of 7 2641589 Page 16 of 19 04/05/2019 10:31:07 AM AFTER RECORDING PLEASE RETURN TO: Ed Meece City of Bozeman Parking Manager PO Box 1230 2613099• Bozeman,MT 59771-1230 Page: 1 of 4 05/07/2018 11:36:00 AM Fee: $20.00 llla - Galla Charlotte tin Count MT MISC IIIIIillllllllllll�llllllllllllllllll�lllllll�llllllllli�l�llllllllllllllllllllllllll AMENDMENT 1— Agreement for the Use of Parking Spaces in the Bridger Park Downtown Intermodal facility By The Etha Hotel,LLC Whereas,the Bozeman Parking Commission("Parking Commission")and The Etha Hotel, LLC("The Etha") entered into an Agreement for the Use of Parking Spaces in the Bridger Park Downtown Intermodal Facility(the,"Agreement")on August 21,2013 and recorded as document 2460146 in the records of the Gallatin County Clerk and Recorder;and Whereas,the Parking Commission and The Etha desire to amend the Agreement as provided herein. NOW THEREFORE,the Agreement between the parties dated August 21,2013, is clarified and modified as follows: 1. The second paragraph of Section 2 of the Agreement is modified, as follows,with deleted language indicated by stFikethFeug and inserted language with underline: "In addition,this Agreement shall terminate if a building permit is issued within two (2)years of the effective date of this agreement but a final occupancy permit is not issued by the City of Bozeman prior to December 1,2019 due 4e ne fault e f4ke mete! is rWoi.[ry crr-,ITT°i'yEc�-y" rriv'date ercms'i�srevmvrrc. The remainder of section 2 shall remain unaltered. 2. All other terms,conditions,covenants and provisions of the Lease Agreement dated August 21,2013,shall remain in full force and effect. This Addendum shall be recorded in the files of the Gallatin County Clerk and Recorder.All # costs of recording shall be borne by The Etha. Addendum 1 to Lease Agreement Page 1 of 4 2641589 Page 17 of 19 04/05/2019 10:31:07 AM ####END OF AGREEMENT EXCEPT FOR SIGNATURES#### Addendum to LeaseAgreement Page 2 of 4 2641589 Page 18 of 19 04/05/2019 10:31:07 AM Executed this V day of April,2018 The Etha Hotel,LLC,a Montana limited liability company: By: Date: F /4 Co Lawrence, managing member of Extea Hospitality, LLC, managing member of The Etha Hotel,LLC STATE OF MONTANA ) ss. County of Gallatin } This instrument was acknowledged before me on the A/*-day of ,.T ,20 /9 by Cory Lawrence,as managing member ofa Hospitality,LLC,The Eth H l LLC's managing member. NE USWNE KAYLA W .. .•.-.r� ----"� . try ^rev\ NOTARY PUBLIC for the :� -� _-�J «�— -• *� SEAL )* State ofMoMana _` Residing of Bozeman,MT Notary Public for the State of Montana "a ✓,rr My comm"M F."M July 29,2019 Printed Name: (SEAL) Residing in ;„gpz,,— I)T7- My Commission Expires: y a9 Addendum to LeaseAgreement Page 3 of 4