Amendment 1 To Lease Agreement (Page 6 of 8) in pdf

EXHIBIT “B”

LEASE GUARANTY

In consideration for Landlord’s leasing the Premises to Tenant, the undersigned

Guarantors (sometimes here collectively referred to as “Guarantor”) guarantee the performance

of all Tenants under the lease (“Lease”) as amended by Amendment #1 to Lease Agreement

Relax Grill at Lake Eola, on the following terms and conditions:

Description of Lease Guaranteed. Guarantor hereby guaranties the following described

lease:

Landlord(s): City of Orlando.

Tenant(s): Relax Grill at Lake Eola, LLC, a Florida limited liability company.

Property: A part of the property located at Lake Eola Park, Orlando, FL 32801.

Commencement Date: September 1, 2009. Initial Expiration Date: August 31,

2012, with lease option extensions.

Monthly Base Rent: One Thousand and No/100 Dollars ($1,000.00) with annual

increases, plus Percentage Rent and other amounts due under the Lease.

Guaranty of Guaranteed Obligations. Guarantor hereby unconditionally and irrevocably

guarantees to Landlord:

(a) full and punctual payment when due of all rent for the original and all

extended terms of the Lease, as may be provided for under the Lease to the

Landlord by Tenant, and by any successor lessee permitted under the Lease; and

(b) payment by Tenant of all other obligations coming due under the Lease

for the initial and all extended terms of the Lease, including but not limited to

taxes, insurance, utilities, license fees and any other costs incurred for the

Premises. The obligations of Tenant described in paragraph (a), above, and this

paragraph (b) are herein referred to as the "Guaranteed Obligations".

Scope and Extent of Guaranty.

Guarantor shall be primarily liable, jointly and

severally, with Tenant and any other guarantor of Tenant's obligations in respect to the payment

of the Guaranteed Obligations. Guarantor's agreement to guarantee the Guaranteed Obligations is

expressly subject to the right of Guarantor to assert any defenses (whether substantive or

procedural), set offs and counterclaims that Tenant could itself assert against Landlord under the

Lease with the same force and effect as if Guarantor had executed the Lease directly, which right

is hereby reserved by Guarantor (except as expressly set forth to the contrary in Section 5

below). Guarantor hereby waives all notices of protest, dishonor, and notices of acceptance of

this Guaranty, and waives all notices of existence, creation, or incurring of new or additional

obligations from Tenant to Landlord under the Lease. Guarantor acknowledges that, under the

terms of the Lease, Landlord may terminate the Lease or Tenant's right of possession thereunder

as a result of a Tenant Default under the Lease and, upon any such termination. Guarantor agrees

that this Guaranty is intended to continue in full force and effect following the termination of the

Amendment 1 To Lease Agreement Page 6