R-2022-126 - 4/14/2022 RESOLUTION NO. R-2022-126
WHEREAS, the City of Round Rock ("City") and KR CC, Inc. ("Tenant") entered into that
certain Convention Center Operating Lease, dated as of April 26, 2018 (the "Operating Lease"),
pursuant to which the City leases to Tenant, and Tenant leases from the City the Convention Center
and the Convention Center Parcel during the Leasehold Tenn; and
WHEREAS, Tenant and KR Acquisitions, LLC ("Subtenant") entered into that certain
Sublease of Convention Center Operating Lease dated as of April 26, 2018 ("Sublease"), pursuant to
which the Tenant subleases to Subtenant, and Subtenant leases from the Tenant the Subleased
Premises(as defined in the Sublease); and
WHEREAS, pursuant to the Operating Lease, the City and Tenant desire to amend the
Operating Lease as set forth herein, such amendment to be binding upon the City, Tenant and
Subtenant,Now Therefore
BE IT RESOLVEDCOUNCIL OF THE CITY OF ROUND ROCK,TEXAS,
That the Mayor is hereby authorized and directed to execute on behalf of the City the First
Amendment to Operating Lease Agreement, a copy of same being attached hereto as Exhibit "A" and
incorporated herein for all purposes.
The City Council hereby finds and declares that written notice of the date, hour, place and
subject of the meeting at which this Resolution was adopted was posted and that such meeting was
open to the public as required by law at all times during which this Resolution and the subject matter
hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act,
Chapter 551,Texas Government Code, as amended.
CII I Ili2 20222,°416.05 P84 28-Q
RESOLVED this 14th day of April,2022.
CRAIG , ORG Mayor
City of Round ockMa, Texas
ATTEST:
M""AA N S. iKS, ty Clerk
2
EEXHIBIT
"Alp
MENT
Thi$FIRST AMENDMENT TO OPERATING LEASE AGREEMENT(this
"Amendment")is made and entered into as of .,,............. __ Date"),
m. ., ,2022(the" ectiveEff
between CITY OF ROUND ROCK,TEXAS,a home rule city and municipal corporation(the
and KR CC,INC.,a Delaware corporation("Ienanf),and acknowledged and agreed to
by KR ACQUISITIONS,LLC,a Delaware limited liability company("&btenanf').
RECITALS
AThe City and Tenant entered into that certain Convention Center Operating Lease,
dated as of April 26,2018 (the"ORgratin&LeaW'),pursuant to which the City leases to Tenant,
and Tenant leases from the City the Convention Center and the Convention Center Parcel during
the Leasehold Tenn.
B. Tenant and Subtenant entered into that certain Sublease of Convention Center
Operating Lease dated as of April 26,2018("autile ase'),pursuant to which the Tenant subleases
to Subtenmt,and Subtenant leases from the Tenant the Subleased Premises(as defined in the
Sublease).
C. Pursuant to the Operating Lease,the City and Tenant desire to amend the
Operating Lease as set forth herein,such amendment to be binding upon the City,Tenant and
Subtenant.
NOW THEREFORE,for good and valuable consideration,the receipt and adequacy of
is are hereby acknowledged,the parties agree as follows:
1. Defined Terms. Terms utilized but not defined herein shall have the
meanings set forth in the Operating Lease.
2. Section 16.1 of the Operating Lease is hereby deleted in its entirety and replaced
as follows:
16.1 Right to Obtain Leasehold Mortgages. Notwithstanding anything to the
contrary contained in this Agreement,Tenant shall have the right, out the City's
consent,to execute and deliver one or more Leasehold Mortgages encumbering the
Leasehold Estate or the direct or indirect ownership interests in Tenant at any time and
from time to time;provided,that no such Leasehold Mortgage shall encumber the Fee
Estate.The City shall not be required to join in or subordinate the Fee Estate and no such
Leasehold Mortgage shall extend to or affect the Fee Estate. Each Leasehold Mortgage
shall provide that the Leasehold Mortgagee shall send to the City copies of all notices of
material default sent to Tenant in connection with the Leasehold Mortgage or the debt
secured thereby,provided that the failure to provide any such notice shall not affect the
validity of the mortgage in any manner.
3. Successors and Assigns. This Amendment shall bind and inure to the benefit
of the parties and their respective heirs,successors and assigns.
002330-0022-170'TW-ACTTVF.460557tl 9 3 VIOM 1124 AM
2
4. Govemin2 Law. This Amendment is govemed by Texas law.
(Signatures appear on thefall owing pages)
0023$04022.,17079�ACTIVE46035719.3 4110M 1124 AM
3
IN WITNESS WHEREOF,the City and Tenant have entered into this Amendment as of
the day and year furt above written.
CITY:
CITY OF ROUND ROCK,TEXAS
a home rule city and municipal corporation
By:.........................................................................................................................................................................
Name:
Title:
ACKNOWLEDGEMENT
STATE OF TEXAS §
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me on the- day of 2022,by
as of the CITY OF ROUND ROCK,TEXAS,a home rule city
and municipal corporation.
Notary Public
State of Texas
Printed Name
My Commission Expires:
002330.0022-V 7070-ACTWE 46065719 3 41W22 1 L24 AM
4
KR CC,
Delaware corporation
i4
M Y�d�i--,
r
e'
Title: ACKNOWLEDGEMENT
r
STATE OF WISCONSIN §
COUNTY F SAUK §
Mar
This instrumcnt was acknowledgedbefore a on the-O o W 2022, y
r of CC,INC., l a rati n.
....... .
Notaryu is
State of las?(l
My commiNO
n m,
0023. 2m1a®19-A 1VE.4SOiSI1O.3. 411912211,24 AM
ACKNOWLEDGED AND AGREED TO BY:
KR ACQUISITIONS,LLC,
Delaware limited liability
N e: fty
Title:
STATEr!!AIKNOWLEDGEMENT
S4 r
COUNTY OF SAUK §
fy i s e o a efor o IE day o w y
of KR
a ela ae limited
liability
ctm-pt�'n—y
Notary Public
State of„4." *' `A
My Commission w„ ✓
UNOTAny
rue ..
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41h 211'.24 AM