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HomeMy WebLinkAboutLimited Guar. Suretyship AgmtLIMITED GUARANTY AND SURETYSHIP AGREEMENT THIS LIMITED GUARANTY AND SURETYSHIP AGREEMENT (the "Limited Guaranty") dated this 8th day of February, 2006, is made by ABKEY NO. 17, INC., a Florida Corporation ("Guarantor"), for the benefit of MIAMI BEACH REDEVELOPMENT AGENCY, a body corporate and politic ("Landlord"). Background BBQ Beach, Inc., and Landlord intend to execute a new Retail Lease Agreement by no later than February 28, 2006, pursuant to the terms of which BBQ Beach, Inc. agrees to lease a certain portion of real property and improvements located at 1555 Washington Avenue, Suites 1-3, Miami Beach, Florida, 33139, hereinafter referred to as the "Demised Premises". Guarantor and Landlord are parties to that certain Retail Lease Agreement, dated, September 8, 1999, ("Guarantor's Lease"), pertaining to the Demised Premises. Guarantor and Landlord agree that the Guarantor's Lease shall be terminated pursuant to the terms and conditions of the Letter Agreement, dated February 8, 2006, attached and incorporated as Exhibit "A" hereto (the "Letter Agreement"), provided that (i) Tenant satisfies and complies with the terms of the Letter Agreement; (ii) Landlord and BBQ Beach, Inc. enter into the new Retail Lease Agreement for the Demised Premises; and (iii) Guarantor executes this Limited Guaranty. As a condition of entering into the new Retail Lease Agreement with BBQ Beach, Inc., Landlord is requiring that this Limited Guaranty be executed by the Guarantor. In exchange for termination of its Lease, Guarantor is willing to provide a limited guarantee and become a limited surety for certain monetary obligations of BBQ Beach, Inc., under the new Retail Lease Agreement all as more particularly set forth herein. Agreement NOW THEREFORE, in consideration of the above premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound hereby, the Guarantor hereby agrees as follows: 1. The Guarantor irrevocably, unconditionally, continuously and absolutely guarantees to Landlord and becomes surety for (a) the prompt payment of (i) One Hundred Forty Three Thousand Eight Hundred and Eight Dollars ($143,808), which is the amount of the first year of annual minimum rent (the "Rental Amount") due and payable by BBQ Beach, Inc., under the new Retail Lease Agreement, which Rental Amount may be reduced in accordance with the terms of this Limited Guaranty, hereinafter referred to as the "Guaranteed Obligation"). The obligation of Guarantor under this Limited Guaranty shall be unconditional, absolute, continuing and irrevocable, irrespective of the genuineness, validity, regularity or enforceability of the Lease Agreement or any security which may have been given therefor or in connection therewith or any other circumstances which might otherwise constitute a legal or equitable discharge of a surety or guarantor. This Limited Guaranty and the obligations of the Guarantor hereunder shall not be affected, impaired, modified or released by reason of (a) the making by BBQ Beach, Inc., any affiliate of BBQ Beach, Inc., or Guarantor, of any assignment for the benefit of creditors or the bankruptcy or insolvency of BBQ Beach, Inc., any affiliate of BBQ Beach, Inc., or Guarantor, (b) any action taken by BBQ Beach, Inc., any affiliate of BBQ Beach, Inc., or Guarantor in any bankruptcy or insolvency proceeding, including, without limitation, disaffirmance of the Lease Agreement, (c) any default by BBQ Beach, Inc., under the new Retail Lease Agreement, (d) the liquidation or dissolution of BBQ Beach, Inc., any affiliate of BBQ Beach, Inc., or Guarantor, (e) the enforcement by the Landlord of any of its rights under the new Retail Lease Agreement, or (f) the sale, conveyance, transfer or assi~.rnent by BBQ Beach, Inc., of all or any portion of its interest under the new Retail Lease Agreement; it is being agreed that in the event of any of the foregoing, the liability of the Guarantor hereunder shall continue hereunder as if such event had not occurred. 2. This Limited Guaranty shall remain in full force and effect until the earlier of any of the following shall occur: (i) BBQ Beach, Inc., has paid to Landlord the Rental Amount, (ii) one (1) year from the date of this Guaranty has transpired, ending February 8, 2007 or (iii) Guarantor pays the current outstanding amount of the Guaranteed Obligation (as the same may have been reduced or discounted as provided herein). The Guarantor shall jointly and severally with BBQ Beach, Inc., be liable for all of the Guaranteed Obligation. 3. In connection with the Rental Amount herein guaranteed by the Guarantor, Guarantor shall receive a dollar for dollar credit for every rental payment made by BBQ Beach, Inc., under the new Retail Lease Agreement. In other words, for each monthly rent payment, or any portion thereof, made by BBQ Beach, Inc., under the new Retail Lease Agreement, the total amount of the Guaranteed Obligations shall be reduced by an amount equal to each payment made by BBQ Beach, Inc. 4. If a default, as such term is defined in Section 9.1 of the new Retail Lease Agreement, occurs under the new Retail Lease Agreement and continues beyond applicable notice and grace periods set forth therein, the Guarantor shall pay to Landlord within ten (10) days following the receipt of written notice thereof from Landlord, such of the Guaranteed Obligation as is required to be paid hereunder as Landlord shall direct. 5. If a default occurs under the new Retail Lease Agreement and continues beyond applicable notice and grace periods set forth therein, Landlord shall have the right to require the Guarantor to pay the Guaranteed Obligations and shall have the right subject to Paragraph 7 below, to proceed immediately against the Guarantor for such payment without being required to make any demand upon or bring any action or proceeding or take any other action of any kind against BBQ Beach, Inc., any guarantor under any other guaranty, or any other person or entity in connection with the new Retail Lease Agreement, or resort to or seek to realize upon the security, if any, held by Landlord, as a condition precedent to bringing an action upon this Limited Guaranty against the Guarantor, the liability of the Guarantor hereunder being a direct, primary obligation of the Guarantor and independent of and separate from the liability of BBQ Beach, Inc., This Agreement shall be deemed an agreement of suretyship, and is a guaranty of payment and not of performance. 6. Upon an event of default by BBQ Beach, Inc., under the new Retail Lease Agreement, Guarantor shall have the ability to mitigate all damages associated therewith, including the right to procure a new tenant for the Demised Premises; provided, however, that Landlord shall have the right to reject any proposed new tenant, if in Landlord's reasonable business judgment, such proposed new tenant or its business is unsuitable for the Demised Premises. 7. At all times, Guarantor, at its option, upon ten (10) days prior written notice to Landlord, may prepay the Guaranteed Obligation. At the time of such prepayment, the Guaranteed Obligation shall be reduced by an amount equal to any credits against the Guaranteed Obligation that Guarantor is entitled to in accordance with paragraphs 3 and 4 above, and then discounted back to present value at the discount rate offered by the Federal Reserve Bank as published by the Wall Street Journal on the date of the giving of such prepayment notice. 8. Until the payment in full of the Guaranteed Obligation, the liability of the Guarantor under this Agreement shall in no way be released or affected (a) by any act or circumstance which might, but for this paragraph, be deemed a legal or equitable discharge of any guarantor or surety, or (b) by reason of any waiver, extension, modification, forbearance or delay or other act or omission of Landlord or its failure to proceed promptly or otherwise with respect to the Guaranteed Obligation or this Limited Guaranty, or (c) by the commencement, existence or completion of any proceeding against BBQ Beach, Inc., or otherwise related to the collection and enforcement of the Guaranteed Obligation. The Guarantor hereby expressly waives and surrenders any defenses to his liability hereunder based upon any of the foregoing acts, omissions, agreements or waivers of Landlord, it being the purpose and intent of the parties hereto that the obligations of Guarantor hereunder is absolute and unconditional. 9. The Guarantor represents and warrants that: (a) It has full power, authority and legal right to execute, deliver and comply with this Limited Guaranty and, upon the execution of this Limited Guaranty, this Limited Guaranty shall constitute the valid and legally binding obligations of Guarantor enforceable against Guarantor in accordance with its terms. (b) No consent, approval or other authorization of or by any court, administrative agency or other governmental authority is required in connection with his execution and delivery of or compliance with this Limited Guaranty. (c) The execution and delivery of and compliance with this Limited Guaranty will not conflict with or result in a breach of any applicable law, judgment, order, writ, injunction, decree, rule or regulation of any court, administrative agency or other governmental authority, or of any provision of any agreement or other document or instrument to which Guarantor is a party or by which Guarantor is bound, and such action by Guarantor will not result in the creation or imposition of any lien, charge or encumbrance upon any property of the Guarantor in favor of anyone other than Landlord. (d) There is no action, suit or proceeding pending or, to the knowledge of the Guarantor, threatened against or affecting the Guarantor before or by any court, administrative agency or other governmental authority, or which brings into question the validity of this Limited Guaranty or the transactions contemplated hereby. (e) The Guarantor has not applied for or consented to the appointment of a receiver, trustee or liquidator of itself or any of its property, admitted in writing its inability to pay its debts as they mature, made a general assignment for the benefit of creditors, been adjudicated a bankrupt or insolvent or filed a voluntary petition in bankruptcy, or a petition or an answer seeking reorganization or an arrangement with creditors or to take advantage of any bankruptcy, reorganization, insolvency, readjustment of debt, dissolution or liquidation law or statute, or an answer admitting the material allegations of a petition filed against him in any proceeding under any such law, and no action has been taken by it for the purpose of effecting any of the foregoing. No order, judgment or decree has been entered by any court of competent jurisdiction approving a petition seeking reorganization of the Guarantor or all or a substantial part of the assets of the Guarantor, or appointing a receiver, sequestrator, trustee or liquidator of him or any of his property. (f) The release of the Guarantor from its obligations under Guarantor's Lease, pursuant to the terms of the Letter Agreement, is and will be of direct interest, benefit and advantage to the Guarantor and constitutes good and valuable consideration for this Limited Guaranty. 10. In the event that for any reason one or more of the provisions of this Limited Guaranty or their application to any person or circumstance shall be held to be invalid, illegal or unenforceable by a court of competent jurisdiction in any respect or to any extent, such provisions shall nevertheless remain valid, legal and enforceable in any such other respects and to such extent as may be permissible. In addition, any such invalidity, illegality or unenforceability shall not affect any other provision hereof, but this Limited Guaranty shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. 11. Any notice, demand or request hereunder shall be in writing and shall be deemed to have been sufficiently given for all purposes when personally presented or sent by certified or registered mail, return receipt requested, to be addressed as follows: If to Guarantor: Address If to Landlord: Miami Beach Redevelopment Agency 1700 Convention Center Drive Miami Beach, Florida 33139, Attention: Executive Director or to such other address as any party hereto notifies the other of in writing. Such notice shall be deemed to be given when received if delivered personally or by reputable overnight courier or two (2) days after the date mailed if sent by certified or registered mail. Any notice of any change in such address shall also be given in the manner set forth above. Whenever the giving of notice is required, the giving of such notice may be waived in writing by the party entitled to receive such notice. 12. The falsity in any material respect of any representation or warranty of the Guarantor contained in this Limited Guaranty or the failure of the Guarantor to comply with any of the terms and provisions contained in this Limited Guaranty shall, at the option of Landlord, constitute an event of default under Guarantor's Lease. 13. This Limited Guaranty represents the entire agreement between the parties and no waiver or modification of this Limited Guaranty shall be effective unless in writing and signed by party to be charged thereby. 14. The use of any gender in this Limited Guaranty shall include all genders. This Limited Guaranty shall be binding upon the Guarantor, its successors and assigns, and shall inure to the benefit of Landlord, its successors and assigns. 15. This Limited Guaranty shall be construed in accordance with and governed in all respects by the laws of the State of Florida, and the sole venue for any suit or action brought under this Limited Guaranty shall be the federal or state court, as the case may be, situated in Miami-Dade County, Florida. 16. Landlord may avail itself of all remedies at law or in equity to remedy any default hereunder, including, but not limited to, enforcement of Guarantor's Lease. IN WITNESS WHEREOF, the Guarantor has executed this Limited Guaranty as of the day and year first above written. ATTEST: ., Inc. By: By: Secretary President Print Name Print Name: STATE OF FLORIDA COUNTY OF DADE ) )SS: ) The foregoing instrument was acknowledged before me this ~ day of February, 2006, by They are personally known to me or produced a valid driver's licenses as identification. Notary Public, State of Florida Print Name: My commission expires: F:~DDHP\$ALLhRDA~,nchor_Ret~Fuddmckers\ Ltd Gty3.doc LANDLORD: TENANT: Miami Beach Redevelopment Agency, a public body corporate and politic 1700 Convention Center Drive Miami Beach, Florida 33139 BBQ Beach, Inc. 4299 Collins Avenue Miami Beach, FL 33140 DATE OF EXECUTION: ,2006 ANCHOR SHOPS AT SOUTH BEACH RETAIL LEASE Lease Agreement - Fuddrucker's Space (i) LEASE SUM MARY The following is a summary of basic lease provisions with respect to the Lease. It is an integral part of the Lease, and terms defined or dollar amounts specified in this Summary shall have the meanings or amounts as stated, unless expanded upon in the text of the Lease and its Exhibits, which are attached to and made a part of this Summary. 1. Date of Lease Execution: ,2006. 2. "Landlord": Miami Beach Redevelopment Agency . Landlord's Address: Miami Beach Redevelopment Agency 1700 Convention Center Drive Miami Beach, Florida 33139 Attention: Kent O. Bonde, Redevelopment Coordinator with a copy to: City of Miami Beach Miami Beach Redevelopment Agency 1700 Convention Center Drive Miami Beach, Florida 33139 Attention: Legal Department 4. "Tenant": BBQ Beach, Inc. 5. Tenant's Address: 6. "Guarantor": 4299 Collins Ave Miami Beach, Florida 33139 BBQ Beach, Inc. . Guarantor's Address: 4299 Collins Ave Miami Beach, Florida 33139 . . Premises (section 1.1): Gross Rentable Area of Premises (section 1.1): 10. Gross Rentable Area of Retail Space (section 1.1): 1555 Washington Av, Suites 1 - 3 Miami Beach, FL 33139 As shown on Exhibit "B" Approximately 6,217 square feet, which includes approximately 5,917 rentable square feet on the bottom Floor (the "First Floor Space") and approximately 300 Rentable square feet on the second floor (the "Second Floor Space"). Approximately 20,500 rentable square feet Lease Agreement - Fuddrucker's Space (ii) 11. 12. Tenant's Proportionate Share (section 2.4): Permitted Use of Premises (section 3.1): 13. Term of Lease (section 1.1): N/A Restaurant and Bar (and subject to the prohibited uses described in Exhibit "D" to the Lease). Ten (10) years. "Commencement Date": The date that Landlord delivers possession of the Premises to Tenant. "Rent Commencement Date": The date Tenant opens for business or (Date of Occupancy), whichever is earlier. "ExpirationDate": Ten (10) years after the "Rent Commencement" Date. "Renewal Options": One (1) option of 10 years, after the Expiration Date of respective lease term. Tenant must notify Landlord in writing, one hundred and eighty (180) days prior to Expiration Date of its intention of exercising the Renewal Option. 14. "Minimum Rent" (section 2.2): MONTHS Rent Commencement Date - Expiration of fifth (5th) Lease Year Beginning of the sixth (6th) Lease Year- Expiration of the Initial Term ANNUAL MINIMUM RENT $143,808.00 $165,309.00 MONTHLY PAYMENT (INCLUDING SALES TAX) $11,984 $13,776 Lease Agreement - Fuddrucker's Space 15. Percentaqe Rental (section 2.3): 16. Prepaid Rent (section 2.2): 17. Security Deposit (section 2.7): 18. Cost Pass-Throughs (section2.4): N/A $11,200, plus applicable sales tax due upon execution of Lease; to be applied to first full month Minimum Rent is due). $11,200, (excludes sales tax) (due upon execution of Lease). N/A 19. Comprehensive General Liability Insurance (section 6.1): $2,000,000.00 20. Monthly Promotional Charge (section 13.1 ): 21. Broker(s) (section 14.12): 22. Completion Date for Tenant's Work (section 5.1 ): N/A Sixty (60) days after the Commencement Date. Tenant shall provide Landlord a copy of the Occupational License to the Premises before opening. 23. Trade Name (section 3.1): Bar-Be-Que Beach Lease Agreement - Fuddrucker's Space (iv) J RO POSAL TO HE J EACH Presented by: lrlMOIHY 4299 Collins Avenue Miami Beach, FL 33140 ~305~ 672-4472 lqMOm¥ ll~hLCOX., lac. ~3o5) 6T"-4472 Fax (3o5)672-4472 4299 Comns Ave Miami Beach, FL 33~4o City of Miami Beach 1700 Convention Center Drive Miami Beach, FL 33139 November 15, 2005 To Whom It May Concern: Timothy Wilcox, owner of Bar-be-que Beach, Inc. proposes to the City of Miami Beach that he would like to purchase the lease from ABKEY NO. 17, INC. ABKEY NO. 17, INC. is willing to sell the business to Mr. Wilcox if the City of Miami Beach will release ABKEY NO. 17, INC. from its present lease with Miami Beach Redevelopment Agency. The Miami Beach Redevelopment agency will extend the same lease to Bar-Be-Que Beach, ander the same terms and provisions, rents, risks and liabilities that were in the lease of ABKEY NO. 17, INC. l'imothy Wilcox acknowledges that the fire alarm system and hood system needs to be repaired up to code. Enclosed in the proposal is the estimate to fix all outstanding problems with the hood system and the fire alarm system. Timothy Wilcox is willing to be solely responsible for the repairs to the fire alarm system to bring it up to code. Timothy Wilcox is willing to split the cost of repairs with the City of Miami Beach for screening of the exhaust vent. Timothy Wilcox would agree to start the lease on January 1, 2006 to December 31, 2015 with a 10 year option period. Sincerely, Timothy Wilcox President Bar-Be-Que Beach , Ir~MO.t¥ I~ILCOX,,, INC. (305) ~72-4472 Fax (305)672-4472 4299 Collins Ave Miami Beach, FL 33~4o AR-'BE-'OLI E ,EACH The following pages include: 1. Overview of Bar-Be-Que Beach 2. Employment History 3. Refurbishing and Opening Costs 4. Breakdown of Expenses 5. List of Business References 6. Letters of Recommendation from: a. Laura Marinello, Vice President, City National Bank b. Lawrence Kaine, Attorney at Law c. Yamila Ismail, Revenue Manager, Charles Group Hotels d. Martin Rosado, General Manager, Days Inn Oceanside e. Faith Kennedy, General Manager, Days Inn Art Deco IrlMO1HY ~ILCOX., INC. ~3o5) 672-447a Fax (3o5)672-4472 4299 Comns Ave Miami Beach, FL 33~4o C)VERVIEW OF AR-Ii E- i UE ii3EACH At this time Bar-be-que Beach, Inc. proposes to the City of Miami Beach the following: A fast paced, lively, mid-price range barbecue restaurant located on the southwest comer of Washington Avenue & 16th Street. The restaurant will provide a comfortable and friendly atmosphere with a mouth watering menu. Oak-wood char grilled selections (i.e. Embers Restaurant) will be available on the menu. Every guest will receive hassle free service and quality ingredients to guarantee a fun and pleasurable dining experience. Bar-Be-Que Beach will serve lunch and dinner 365 days a year. Bar-Be-Que Beach will cater to conventioneers, tourists and residents in the South Beach area. Our goal is to provide the best tasting BBQ ribs, chicken, and ;eak, hand-in-hand with hospitable service. We will provide a dining experience that will ensure repeat business for years to come. Our portions will be hearty where people will come back do to the reasonable price and fast paced fun. JlMOIHY ~/ILCOX~ INC. 305) 672-4472 Fax (3o5)67a-447a ENTREES ~U3Y ~ACK ~IBS S~. Lores IBAe-E~-~ llms ~'~ ~U~D ~ORK ~~ ~UCED ~ORK ~-~-~ Cmc~ C~ ~RI~D ~IB ~ ~T~K ~~ SUCED ~EEF CATHSH ~UPER ~D~CH S~eLO~N /~PP~IZERS ~i:)YSTERS ON THE IrlALF SHEll STEAMED CLAMS CRAB LEGS SIEAMED SHRIMP BUFFALO CHICKEN II~/INGS ii;~NCH CHICKEN ,~TRIPS ~IDES 13A~-i3-1D 13AKED BEANS LOADED ~3AKED POTATO SOUmERN POTATO SALAD HOMEMADE COLESLAW J=OLOSSAL ~)NION ~INGS STEAK ERIES ERIED ~)KRA CORN ON THE COB ~AIADS ~301TOMLES5 ~ALAD i~AR 4299 Col!in_s Ave Miami Beach, FL 33~4o /x eN u IteMS 'IrlMOTHY ~I/ILCOX~ INC. ~3o5) 672-4472 Fax (3o5)67~-4472 4299 Collins Ave Miami Beach, FL 33~4o EFURBISHING AND :)PENING COSTS Capita! Expenditures: Architecture Design Costs Kitchen Equipment Hood Bar Redecorating Costs: $10,000 $200,000 $50,000 $50,000 Including: Lighting, Bar, Bar top and Stools Sound/AV Equipment Furniture inside Furniture Outside Decorations Sign good Char Grill & Hood $12,000 $15,000 $5,000 $15,000 $5,000 $60,000 '~ther Ooening Costs Opening Advertising Inventory Staff and Training Uniforms Menus Glassware Stemware Plates Silverware $8,000 $35,000 $12,000 $8,000 $5,000 $8,000 $3,000 $6,000 $3,000 Total Estimated Cost: $510,000 '~MOmY I~hLCOX~ I~C. (305) 67a-447a Fax (3o5)67a-4472 4299 Collins Ave Miami Beach, FL 33140 J REAKDOWN OF J XPENSES Expense Daily Weekly Monthly Yearly Rent Licenses Insurance Labor Liquor Food Utilities Professional Services Advertising Replacement Costs Repairs ~oft Goods Entertainment $349.32 $2451.96 $10,625.17 $127,502.04 $32.88 $230.77 $1,000 $12,000 $65.75 $461.54 $2,000 $24,000 $1,479.45 $10,384.62 $45,000.00 $540,000 $493.15 $3,461.54 $15,000.00 $180,000 $986.30 $6,923.08 $30,000.00 $360,000 $82.19 $576.92 $2,500 $30,000 $32.88 $230.77 $1,000 $12,000 $36.99 $259.62 $1,125 $13,500 $246.58 $1,730.77 $7,500 $90,000 $98.63 $692.31 $3,000 $36,000 $98.63 $692.31 $3,000 $36,000 $493.15 $3,461.54 $15,000 $180,000 Totals: $4,496 $31,558 $136,750 $1,641,002 Based on Gross Sales of: $4,931.51 $34,615.38 $150,000 $1,800,000 This chart represents a cost breakdown, estimating the monthly sales at $150,000 per month. Labor costs were based on an industry standard of 30%. The liquor cost is based on 20%. The food cost is based on 30%. iqMOm¥ I~hLCOX~ INC. .305) 67a-4479 Fax (3o5)679-447a 4:~99 Comns Ave Miami Beach, FL 33140 LiST OF [3LISINESS i; EFERENCES Business: 1. Eagle Brands 3201 NW 72nd Avenue Miami, FL 33122 Contact Name: Robin Yglesias Contact, Number: (305) 599-2337 2. Gold Coast Beverage 3325 NW 70~ Avenue Miami, FL 33122 Patricia Diaz (786) 355-2315 3. National Distributing Company 441 SW 12~ Avenue Deerfield Beach, FL 33442 Javier Andrade (786) 317-4869 Premier Beverage Co. P.O. Box 5500 Miramar, FL 33083 Tom DeQuattro (305) 321-7943 5. Southern Wine and Spirits 1600 NW 163rd street Miami, FL 33169 Jose Mole (305) 625-4171 6. Sysco Food Services P.O. Box 64000-A Miami, FL 33164 Yenisse Cachonegrete (305) 651-5421 7. Miami Bar & Rest. Supply 5225 NW 36th Avenue Miami, FL 33142 Mike (305) 633-2603 City National Bank 0 F F L 0 R ! D A October 13, 2005 Re: Timothy J Wilcox To Whom It May Concern: This is to verify that Timothy J Wilcox maintains numerous Commercial and Personal Accounts with City National Bank of Florida. Mr Wilcox has been a valued customer of our bank since 1996. All of Mr Wilcox's accounts are in good standing. If you require further information please do not hesitate to contact me. Sincerely, Vice President Branch Manager 475 41st Street, Miami Beach, Florida 33140 305-534-4041 305-534.4817 Fax www. citynational, corn G ow thc Atlantic Oct'an, Miami Ben,ch Jan. 5, 2006 To Whom It May Concern: It is of utmost importance that I express our content with Mr. Timothy Wilcox. Mr. Timothy Wilcox has been an excellent tenant for the past 17 years. He operates two of our Food and Beverage concessions; at the Days Inn Oceanside, Beaches Bar Grill and at the Days Inn South Beach, Free Spirits Sports Cafe. Mr. Wilcox pays his rent consistently on time at both locations. Cordially, Director of Revenue Management Charles Group Hotels 4333 Collins Avenue * Miami Beach, FL 33140 TEt: 305-532-2266 · FAX: 305-532-0895 * www. charlesgrouphotels.net Re~,ional Sales Office: TEL: 305.538.1938 ,, FAX: 305.538.2025 Toll Free: 866.455.8252 January 5, 2006 To whom it may concern: Timothy Wilcox has been a tenant of the Days Inn Oceanside for the past sixteen years. He pays his rent in a timely fashion and we have enjoyed him as a tenant. Mr. Wilcox has extensively remodeled at his expense or as a partner of ours, all of the food and beverage space in the Days Inn Oceanside Hotel. Mr. Wilcox has also built on the property, the tiki bar, gift shop, and the inside cocktail lounge. We have been very happy with Mr. Wilcox and are looking forward to a long and prosperous relationship. Thank yo.,u ,/ ..... · ' ,~,d~ .; Marthl"Ros~do General Manager, CHA Days Inn Oceanside Days Inn Oceanside - 4299 Collins Avenue - Miami Beach, Florida 33140 Phone: 305-673-1513 Fax: 305-538-0727 Days Inn Art Deco / Convention Center 100 - 21st Street Miami Beach, FL 33139 (305) 538-6631 1-800-451-3345 January 06, 2006 To Whom It May Concern: Mr. Timothy Wilcox has successfully run the Free Spirits Sports Caf6 for ten years. This establishment is located on the property of the days Inn Art Deco Hotel. We have never had a problem with Mr. Wilcox and he has been a good tenant though these ten years. Mr. Wilcox runs his property in a very professional manner. He has also upgraded the area with the constant removal of street people. Mr. Wilcox is constantly improving his Sports Caf6 to better serve the area. He is an asset to the area and we are happy to continue with our present relationship. S in~rel y, Faith Kennedy General Manager .Days Inn Art Deco