1 agreement for amendment to and assignment of yavapai county ...

AGREEMENT FOR AMENDMENT TO AND ASSIGNMENT OF YAVAPAI COUNTY
FAIRGROUNDS LEASE AGREEMENT DATED APRIL 26,2001.
THIS AGREEMENT entered into between YAVAPAI COUNTY, a political subdivision of the
State of Arizona, hereinafter called the “LESSOR”, the Yavapai County Fair Association, an
Arizona nonprofit corporation, hereinafter called the “LESSEE” and the Yavapai County Farm and
Agriculture Association, an Arizona nonprofit corporation hereinafter called the “ASSIGNEE”
RECITALS
WHEREAS, the LESSOR and LESSEE entered into a Lease Agreement, dated April 26, 2001 and
recorded in the records of the Yavapai County Recorder in Book 3227 at Page 703 (the “Fairgrounds
Lease Agreement”) whereby the LESSOR leased certain real property (the “Leased Premises”) as
described in Attachment A of the Fairgrounds Lease Agreement to the LESSEE for the express
purposes set forth in the Fairgrounds Lease Agreement”); and
WHEREAS, following execution of the Lease Agreement, the LESSEE’s leasehold interest in the
Leased Premises was encumbered to secure repayment of funds loaned to LESSEE by the National
Bank of Arizona; and
WHEREAS, the ASSIGNEE been established for the purpose of assuming responsibility for
operation the Fairgrounds and related activities and is in the process of concluding agreements with
the United States Department of Agriculture Rural Development (USDARD) for financing that
would discharge financial obligations of the LESSEE including obligations for which the LESSEE’s
leasehold interest in the Leased Premises was encumbered (the “USDARD Financing”); and
WHEREAS, the USDARD Financing is contingent on assignment of the Fairgrounds Lease
Agreement by the LESSEE to the ASSIGNEE; and
WHEREAS, Section 13 of the Fairgrounds Lease Agreement requires written approval of the
LESSOR prior to any assignment of said Agreement; and
WHEREAS, the LESSEE has requested that LESSOR approve the assignment of the Fairgrounds
Lease Agreement to the ASSIGNEE; and
WHEREAS, the LESSOR, LESSEE and ASSIGNEE have determined that a portion of the Leased
Premises as described in Attachment A to this Agreement (the “Surplus Premises) is not being, and
will not be, utilized for the purposes set forth in the Fairgrounds Lease Agreement; and
WHEREAS, the LESSOR is advised that the Surplus Premises have been excluded from the
leasehold interest in the Leased Premises to be encumbered by the USDARD as security for the
USDARD Financing; and
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WHEREAS, it is the intention of the LESSOR, LESSEE AND ASSIGNEE that the Surplus
Premises be excluded from the Fairgrounds Lease Agreement and that the Surplus Premises
henceforth be utilized by the LESSOR for any purpose whatsoever free from any leasehold interests
or other encumbrances arising from this Agreement or from any other Agreement to which the
LESSEE or the ASSIGNEE is, has been, or will be a party.
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. Request for Assignment. The LESSOR and ASSIGNEE, hereby acknowledge that the LESSOR
has requested that the LESSOR approve the assignment of the Fairgrounds Lease Agreement to the
ASSIGNEE.
2. Acceptance of Assignment. The ASSIGNEE hereby agrees to accept the assignment of the
Fairgrounds Lease Agreement and to discharge all duties and responsibilities of the LESSEE
pursuant to the terms and conditions set forth in the Fairgrounds Lease Agreement as amended
pursuant to Section 4 of this Agreement.
3. Approval of Assignment. LESSOR hereby approves the assignment by the LESSEE of the
Fairgrounds Lease Agreement, as amended pursuant to Section 4 of this Agreement to the
ASSIGNEE subject to the terms and conditions set forth herein.
4. Amendment of Fairgrounds Lease Agreement. Attachment A of the Fairgrounds Lease
Agreement is hereby amended to exclude the Surplus Premises as described in Attachment B and
shall be replaced by new Attachment A reflecting this exclusion.
5. Encumbrances. The LESSEE and the ASSIGNEE hereby understand and agree that the
LESSOR’s consent to assignment of the Fairgrounds Lease Agreement is expressly conditioned on
written and recorded release of all encumbrances on the LESSEE’s or ASSIGNEE’s leasehold
interest in the Leased Premises and/or the Surplus Premises other than those expressly authorized by
LESSOR pursuant to this Agreement. The LESSOR understands and agrees that the USDARD may
encumber the leasehold interest of the ASSIGNEE in the Leased Premises as amended pursuant to
Section 4 of this Agreement as security for the USDARD Financing.
6. Exclusion of Surplus Premises. The LESSEE and the ASSIGNEE hereby understand and agree
that the LESSOR’s consent to assignment of the Fairgrounds Lease Agreement is expressly
conditioned on the exclusion of the Surplus Premises from any encumbrance placed upon the
leasehold interest in the Leased Premises by the USDA or by any other party.
7. Effective Date. This Agreement shall be effective as of the date of its execution by all Parties.
IN WITNESS WHEREOF, the Parties have caused this instrument to be executed as of the dates
indicated below.
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LESSOR: Yavapai County
_______________________________
Chairman, Board of Supervisors
_________
Date
ATTEST:
_______________________________ ____________
Julie Ayers, Clerk of the Board Date
LESSEE: Yavapai County Fair Association
_________________________________ _________
Signature
Date
______________________________________
Title
ASSIGNEE: Yavapai County Farm and Agriculture Association
_________________________________ _________
Signature
Date
______________________________________
Title
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ATTACHMENT A
Legal Description of the Surplus Premises to be Excluded from the Leased Premises as
Described in Attachment A of the Fairgrounds Lease Agreement between Yavapai County
(Lessor) and the Yavapai County Fair Association (Lessee) dated April 26, 2001 and recorded
in the records of the Yavapai County Recorder in Book 3227 at Page 703.
All that portion of Section 29, Township 15 North, Range 1 East of the Gila and Salt
River Meridian, Yavapai County, Arizona, also being a part of the parcel recorded in
Book 3827 of Official Records, Page 701, Records of said Yavapai County, described as
follows:
COMMENCING for reference at the Southeast corner of said Section 29 marked with a
General Land Office brass capped pipe from which the South quarter corner of said
Section 29 being a General Land Office brass capped pipe (bent) bears North 89۫34’09”
West (basis of bearing) 2638.46 feet ;
THENCE North 83۫ 50’41” West (record North 84۫17’26” West) 1003.28 feet (record
1002.98 feet) to the Southeast corner of the parcel recorded in Book 43 of Maps and
Plats, Page 54, Records of said Yavapai County being a one-half inch rebar with plastic
cap marked L. S. 13941;
THENCE North 00۫17’14” East, (record North) upon the East line of said parcel, 3218.64
feet to the POINT OF BEGINNING;
THENCE North 89۫50’12” West 1231.69 feet;
THENCE North 00۫17’14” East 309.05 feet to the South right-of-way of U. S. Highway
89A;
THENCE North 78۫31’30” East (record North 78۫14’36” East) upon said right-of-way to
the Northeast corner of said parcel being a one-half inch rebar with plastic cap marked L.
S. 13941;
THENCE South 00۫17’14” West upon said East line 562.85 feet to the POINT OF
BEGINNING.
Contains 12.32 acres more or less.
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