Exhibit 10.2
SECOND AMENDMENT TO
AMENDED AND RESTATED LEASE AGREEMENT NO. 4
THIS SECOND AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT NO. 4 (this “Amendment”) is made and entered into as of June 23, 2015 by and between HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company, as landlord (collectively, “Landlord”), and TA OPERATING LLC, a Delaware limited liability company, as tenant (“Tenant”).
W I T N E S S E T H:
WHEREAS, Landlord and Tenant are parties to that certain Amended and Restated Lease Agreement No. 4, dated as of June 9, 2015, as amended by that First Amendment to Amended and Restated Lease Agreement No. 4, dated as of June 16, 2015 (as so amended, the “Lease”), pursuant to which Landlord leases to Tenant and Tenant leases from Landlord certain land and improvements, all as set forth in the Lease; and
WHEREAS, pursuant to the Lease, HPT TA Properties LLC leases to Tenant certain land and improvements having an address at 1600 West US Highway 20, Porter, Indiana 46304, as further described on Exhibit A-11 to the Lease (the “Porter Property”);
WHEREAS, as of the date of this Amendment, HPT TA Properties LLC has acquired from Tenant certain land and improvements located adjacent to the Porter Property (collectively, the “Additional Porter Property”); and
WHEREAS, Landlord and Tenant desire to amend the Lease to include the Additional Porter Property as part of the Porter Property demised thereunder;
NOW, THEREFORE, in consideration of the mutual covenants herein contained and other good and valuable consideration, the mutual receipt and legal sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree, as of the date of this Amendment, as follows:
1. Capitalized Terms. Capitalized terms used and not otherwise defined in this Amendment shall have the meanings given such terms in the Lease.
2. Minimum Rent. The defined term “Minimum Rent” set forth in Section 1.68 of the Lease is hereby deleted in its entirety and replaced with the following:
“Minimum Rent” shall mean Forty-Two Million Four Hundred Seventy-Six Thousand Nine Hundred Fifty-Five Dollars ($42,476,955), subject to adjustment as provided in Section 3.1.1(b).
3. Exhibit A-11. Exhibit A-11 to the Lease is hereby deleted in its entirety and replaced with Exhibit A-11 attached to this Amendment.
IN WITNESS WHEREOF, Landlord and Tenant have caused this Amendment to be duly executed, as a sealed instrument, as of the date first above written.
| LANDLORD: |
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| HPT TA PROPERTIES TRUST |
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| By: | /s/ John G. Murray |
| | John G. Murray |
| | President |
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| HPT TA PROPERTIES LLC |
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| By: | /s/ John G. Murray |
| | John G. Murray |
| | President |
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| TENANT: |
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| TA OPERATING LLC |
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| By: | /s/ Mark R. Young |
| | Mark R. Young |
| | Executive Vice President |
Reference is made to that certain Guaranty Agreement, dated as of June 9, 2015, given by TRAVELCENTERS OF AMERICA LLC, a Delaware limited liability company (the “Guarantor”), to Landlord with respect to Tenant’s obligations under the Lease (the “Guaranty”). Guarantor hereby confirms that all references in such Guaranty to the word “Lease” shall mean the Lease, as defined therein, as amended by this Amendment (and any prior amendments referenced in this Amendment), and said Guarantor hereby reaffirms the Guaranty.
| TRAVELCENTERS OF AMERICA LLC |
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| By: | /s/ Mark R. Young |
| | Mark R. Young |
| | Executive Vice President |
[Signature Page to 2nd Amendment to Lease No. 4]
