EXHIBIT 10.11
AMENDMENT
TO
LEASE AGREEMENT
THIS AMENDMENT is made and entered into this 26th day of January, 2000, by
and between Xxxxxxx X. Xxxx ("Landlord") and Big Buck Brewery & Steakhouse, Inc.
("Tenant").
R E C I T A L S:
WHEREAS, the Landlord and the Tenant entered into a Real Estate Purchase
and Leaseback Agreement, dated August 1, 1997, relating to the premises, legally
described therein, at 0000 Xxxxxx Xxxxx, Xxxxxx Xxxxx, Xxxxxxxx 00000 (the
"Auburn Hills Site");
WHEREAS, the Landlord and the Tenant entered into a Lease Agreement (the
"Lease Agreement"), dated October 1, 1997, pursuant to which the Landlord leases
to the Tenant and the Tenant rents from the Landlord the Auburn Hills Site;
WHEREAS, the Landlord and the Tenant desire to enter into an agreement
pursuant to which the Landlord will provide the Tenant with the estoppel letter
required to enable the Tenant to pursue a pending transaction in consideration
of the Tenant's agreement (i) to extend the duration of the Landlord's Sale
Option (as defined in the Lease Agreement) from three years to four years and
(ii) to adjust the denominator in the formula used to calculate the number of
shares issuable upon the Landlord's exercise of the Stock Option (as defined in
the Lease Agreement) from $5.00 to $4.00.
NOW, THEREFORE, in consideration of the premises and agreement set forth
herein, the parties hereto agree as follows:
1. ESTOPPEL LETTER. The Landlord will provide the Tenant, concurrent
with the execution of this Amendment, an estoppel letter in the form
attached hereto as Exhibit A.
2. OPTION TO SELL. The first sentence of Article 16.2(a) of the Lease
Agreement shall be restated as follows: "Landlord shall have the
right to require Tenant to purchase the Premises from Landlord
("Sale Option") by giving written notice from Landlord to Tenant
(the "Sale Option Notice") given at any time prior to the end of the
fourth full Lease Year of the term of the Lease." The first sentence
of Article 16.2(c) of the Lease Agreement shall be restated as
follows: "The Stock Option shall entitle Landlord to acquire a
number of shares of common stock of the Tenant determined by
dividing (i) the aggregate amount of the Purchase Price for the
Premises to be canceled by (ii) $4.00." The first sentence of
Article 16.2(d)(1) of the Lease Agreement shall be restated as
follows: "The Stock Option may be exercised only upon Landlord's
exercise of the Sale Option during the period (the "Exercise
Period") beginning on the date of the execution of this Lease and
ending on the fourth anniversary of this Lease, upon which it shall
expire." The first phrase of Article 16.2(f)(2)(c) shall be restated
as follows: "Landlord shall deliver to the Tenant an acknowledgment
in writing that the shares have not been registered pursuant to the
Securities Act of 1933 or any applicable state securities law..."
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the
date first above written.
LANDLORD: TENANT:
XXXXXXX X. XXXX BIG BUCK BREWERY & STEAKHOUSE, INC.
/s/Xxxxxxx X. Xxxx By /s/ Xxxxxxx X. Xxxxxxxx
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Xxxxxxx X. Xxxx Xxxxxxx X. Xxxxxxxx
President and Chief Executive Officer
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