Circuit City 2009 Annual Report Download - page 120

EXHIBIT “D”
MALL OF THE AMERICAS
EXCLUSIVES and RESTRICTIONS
AMC Theatres: No portion of the Restricted Area outside Tenant’s Building shall be used (y) as a nightclub or bowling alley or (z) for any
purpose other than for the operation of establishments selling goods wares, merchandise, food, beverages, and services to the public at retail and
for such office and storage areas as may reasonably be needed in connection with the operation of the Shopping Center; PROVIDED,
HOWEVER, the foregoing shall not be construed to prohibit the operation of a health club, nor the leasing of premises for office purposes, so
long as office premises located in the enclosed mall north of the “Office Line” shown on Exhibit B are not utilized by the occupant thereof
during evening hours (i.e., after 6:00 pm). The covenants and agreements of Landlord set forth in this Section are sometimes collectively herein
referred to as the “Landlord’s Operating Covenant.”
Casa Larios: During the term and for so long as the Premises are operated as Casa Larios Restaurant in accordance with the Applicable
Use, Landlord agrees hereafter not to enter into any lease for space in the Center (excluding, however, (i) other tenants in the Center already
engaged in such use as of the date of this Agreement, (ii) any renewals, transfers, or assignment of such leases, and (iii) any new tenants
occupying space previously occupied by tenants set forth in (i) and (ii), and further excluding food court tenants within the Center) with any
tenant whose primary business is that of a full service sit down restaurant serving Cuban food and/or cuisine as its primary menu. Landlord
further agrees not to modify any lease in the center to permit a use in violation of the foregoing restrictions.”
Citicorp Savings of Florida: Provided that Tenant is not in default under this Lease, Landlord agrees, during the term of this Lease or
any extensions hereof, not to enter into any leases for space in the southern half of the Shopping Center, as now existing, as said southern half is
depicted on Exhibit “B” attached to the Lease for use as a savings and loan institution or for banking services.
Citicorp Savings of Florida #2 Provided that the demised premises are used solely for a drive-through ATM and Tenant is not in default
under this Lease, Landlord agrees that during the entire term of this Lease (i) it shall not enter into any lease, ground lease or sale agreement with
any bank, savings and loan association or similar financial institution for any outparcels located in the southern one-half of the Shopping Center
as now existing or hereafter altered and developed, to be used as a free standing banking or ATM facility; and (ii) it shall not agree or permit an
ATM facility to be installed in the Shopping Center Buildings (exclusive of outparcels) by any party other than tenant.
CFO Mall of the Americas, Inc. d/b/a Cohen Fashion Optical : No other tenants whose primary business (gross sales therefrom shall
constitute more than 50% of the gross sales of such tenant’s business in such space at the Shopping Center) is the
sale of prescription eyeglasses,
contact lenses and/or sunglasses. In no event shall any occupant or tenant perform eye examinations.
EB Games: So long as no Event of Default (or event with the notice and/or lapse of time could become an Event of Default) has
occurred under this Lease. Landlord agrees that it shall not, at any time during the Term of the Lease, enter into any lease of space in the
Shopping Center with any tenant whose primary business is the sale of hand-held game hardware and software, electronic board games, or video
game hardware and software. The term “primary business” as used in this Section, shall means sales aggregating at least seventy percent (70%)
of such tenant’s gross sales. Any existing leases in the Shopping Center on the Commencement Date and any future leases to tenants leasing at
least 7,500 square feet of space in the Shopping Center, including their respective renewal options, are not subject to the above- described
exclusive right. If Landlord should at any time breach this restriction on Tenants lease rights, Tenant shall notify Landlord in writing within
ninety (90) days after such other tenant opens for business in the Shopping Center, and shall provide Landlord an additional ninety (90) days to
cure such breach. If Landlord does not cure such breach within 90 day period, Landlord shall pay to Tenant an amount equal to $32,480.00 as
liquidated damages for such breach and Tenant shall continue to be obligated to perform all of its obligations under this Lease as if no such
breach had occurred. Tenant shall not be entitled to, and does hereby waive, any other rights or remedies to which Tenant may be entitled under
applicable law, in equity, or otherwise by reason of such, breach by Landlord and failure of Landlord to cure, including, without limitation, any
right to terminate this Lease. Landlord agrees it shall not lease space to “GameStop”
Final Round Arcade:
Landlord agrees at no time will Landlord lease space in the Shopping Center to a tenant who shall be authorized by
its lease to carry on, as its principal business, the operation of a video arcade. The term “primary business” means that greater than ten percent
(10%) of such other tenant’s Net Sales shall derive from the revenue of video arcade machines.
Footlocker: So long as F.W. Woolworth Co. leases, uses, or occupies any space in the area described in Schedule “A” hereof as Entire
Premises, the Landlord covenants that notwithstanding the amendment, cancellation, termination, or expiration of the herein lease: (a) no
covenant or agreement not specified in Schedule “BV” hereof made by the Landlord with any other person or corporation restricting the use or
occupancy of all r part of said Entire Premises shall be of any force or effect against F. W. Woolworth Co., (b) no building or structure shall be
erected or maintained on any part of the Entire Premises except in the area designated Building Area or Future Building Area on the drawing
attached to Schedule “A” hereof; (c) no building, structure, or other space in said Entire Premises having a ground floor area in excess of 10,000
square feet shall be leased to or used or occupied by any person or corporation unless said lease, use or occupancy is specifically consented to in
writing by the Tenant, and (d) no other space in said Entire Premises, shall be used or occupied as, or in connection with, a store commonly
known as a variety store or junior department store.
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