Hawaiian Falls
RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, APPROVING THE LANDLORD CONSENT TO ASSIGNMENT OF THE HAWAIIAN FALLS WATERPARK, A COPY OF WHICH IS ATTACHED HERETO AND INCORPORATED HEREIN AS EXHIBIT “A”, FROM CLP COLONY, LP, TO EPR PARKS, LLC, A DELAWARE LIMITED LIABILITY COMPANY; AUTHORIZING THE MAYOR TO EXECUTE SAID LANDLORD CONSENT TO ASSIGNMENT; AND PROVIDING FOR AN IMMEDIATE EFFECTIVE DATE. WHEREAS, on or about December 1, 2003 the City of The Colony, Texas (the “City”) and Horizon Amusement Southwest, LLC, entered into a Waterpark Ground Lease and Operating Agreement (“Ground Lease”), which was assigned to HFE Horizon, L.P. on or about September 30, 2004, and further assigned to CNL Income Colony, L.P., on or about April 21, 2006; and WHEREAS, CNL Income Company, L.P., subsequently changed its name to CLP Colony, LP, a Delaware limited partnership (“CLP”); and WHEREAS, EPR Properties, a Maryland real estate investment trust (the “Purchaser”) has entered into a purchase agreement whereby Purchaser and CLP intend for the Purchaser or an affiliate of the Purchaser, EPR Parks, LLC, a Delaware limited liability company, will acquire one hundred percent (100%) of the direct and/or indirect equity interest in CLP, and as a result thereof will indirectly acquire all of CLP’s right, title, and interest in an to the Ground Lease; and WHEREAS, Section 19.1.1 of the Ground Lease provides that an assignment of the Ground Lease requires the City’s written consent; and WHEREAS, Section 19.3 of the Ground Lease provides that the consent to assignment shall not be unreasonably withheld.
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