WHICH DELIVERY IS
DELAYED, SHALL BE PAYABLE TO LANDLORD AS ADDITIONAL RENT HEREUNDER IN TWELVE
(12) EQUAL MONTHLY INSTALLMENTS COMMENCING ON DECEMBER 1, 2007 AND THEREAFTER ON
THE FIRST DAY OF THE NEXT ELEVEN (11) MONTHS.
SUCH PAYMENTS SHALL BE DEEMED
ADDITIONAL RENT.
TENANT SHALL, WITHIN THIRTY (30) DAYS AFTER WRITTEN DEMAND
FROM LANDLORD, REIMBURSE LANDLORD FOR ALL REASONABLE FEES, COSTS AND EXPENSES
(INCLUDING ARCHITECTS' AND ENGINEERS' FEES) IF ANY, REASONABLY INCURRED BY
LANDLORD IN CONNECTION WITH THE NEW ALTERATIONS, PROVIDED THAT TENANT SHALL NOT
BE OBLIGATED TO REIMBURSE LANDLORD FOR ANY SUCH AMOUNTS WHICH ARE IN EXCESS OF
$2,000 IN THE AGGREGATE.
TENANT HEREBY AGREES, AT ITS SOLE COST AND EXPENSE,
UPON THE EXPIRATION DATE (OR EARLIER TERMINATION OF THE LEASE), TO REMOVE ALL OF
THE KITCHEN EQUIPMENT AND KITCHEN FIXTURES INSTALLED BY TENANT AS PART OF THE
NEW ALTERATIONS.
3.
LANDLORD HEREBY ACKNOWLEDGES DELIVERY
OF (A) AN ORIGINAL EXECUTED RATIFICATION AND CONFIRMATION OF THE GUARANTY BY THE
SMITH & WOLLENSKY RESTAURANT GROUP, INC. (THE "RATIFICATION") IN THE FORM OF
EXHIBIT A ANNEXED HERETO AND MADE A PART HEREOF, AND (B) AN ORIGINAL AMENDMENT
TO THE LETTER OF CREDIT NO. 3330001230 (THE "LETTER OF CREDIT") ISSUED BY NORTH
FORK BANK (THE "BANK").
THE LETTER OF CREDIT SHALL (I) HAVE AN EXPIRATION DATE
NO EARLIER THAN THE FIRST ANNIVERSARY OF THE DATE OF ISSUANCE THEREOF AND SHALL
PROVIDE THAT IT SHALL BE AUTOMATICALLY RENEWED FROM YEAR TO YEAR UNTIL FEBRUARY
28, 2017, (II) BE MAINTAINED BY TENANT IN EFFECT AT ALL TIMES DURING THE
EXTENDED TERM BY THE BANK OR ANOTHER MAJOR BANKING INSTITUTION REASONABLY
APPROVED BY LANDLORD, PROVIDED THAT SUCH BANK HAS ITS PRINCIPAL PLACE OF
BUSINESS OR ITS DULY LICENSED BRANCH IN THE CITY AND COUNTY OF NEW YORK AT WHICH
THE LETTER OF CREDIT MAY BE PRESENTED FOR PAYMENT (AN "APPROVED BANK") AND (III)
OTHERWISE BE IN COMPLIANCE WITH THE APPLICABLE TERMS OF THE LEASE.
PROMPTLY
UPON LANDLORD'S RECEIPT OF A NOTICE OF NON-RENEWAL FROM THE BANK, IF ANY,
LANDLORD SHALL PROVIDE WRITTEN NOTICE THEREOF TO TENANT AND TENANT SHALL HAVE
THE RIGHT TO PROCURE A SUBSTITUTE LETTER OF CREDIT FROM ANOTHER APPROVED BANK
WHICH COMPLIES WITH THE TERMS OF THE LEASE WITHIN TWENTY (20) DAYS PRIOR TO THE
EXPIRATION DATE OF THE LETTER OF CREDIT.
LANDLORD SHALL HAVE THE RIGHT TO DRAW
DOWN UPON THE LETTER OF CREDIT UPON TENANT'S FAILURE TO DELIVER SUCH SUBSTITUTE
LETTER OF CREDIT AS REQUIRED HEREIN.
THE LETTER OF CREDIT SHALL BE RETURNED TO
TENANT UPON THE DATE WHICH IS TWENTY (20) DAYS FOLLOWING THE EARLIER TO OCCUR OF
(I) THE EXPIRATION DATE, (II) ACCELERATED TERMINATION DATE, OR (III) EARLIER
TERMINATION OF THIS LEASE, PROVIDED THAT TENANT HAS COMPLIED WITH THE TERMS AND
CONDITIONS OF THIS LEASE.
4.
SIMULTANEOUSLY WITH THE EXECUTION OF
THIS AGREEMENT, LANDLORD AND TENANT HAVE ENTERED INTO A CONTRACT OF SALE (THE
"TOWNHOUSE CONTRACT") WHEREBY TENANT HAS AGREED TO CONVEY TO LANDLORD, AND
LANDLORD HAS AGREED TO PURCHASE THE PROPRIETARY LEASE FOR AND 188 SHARES OF
BEEKMAN