VILLAGE HOLDING, INC.,
A Delaware corporation
By:
/s/ Haidar Barbouti
Haidar Barbouti, Director of Leasing
Date:
, 2003
"LANDLORD"
HOUSTON S&W, L.P.,
a Texas limited partnership
By:
SMITH & WOLLENSKY OF
HOUSTON, LLC,
a Delaware limited liability company,
its sole General Partner
By:
/s/ James M. Dunn
Name:
James M. Dunn
Title:
President
Date: January 30, 2003
"TENANT"
36
CONSTRUCTION RIDER
This Construction Rider is attached to and forms a part of that certain Lease
Contract dated January 30, 2003, (the "LEASE"), between HIGHLAND VILLAGE HOLDING
INC., as "LANDLORD" and HOUSTON S&W, L.P., a Texas limited partnership, as
"TENANT."
Section 1.01
A.
Landlord hereby consents to Tenant's
construction of improvements at the Leased Premises upon the following
conditions precedent:
(I)
THAT LANDLORD AND TENANT SHALL HAVE
MUTUALLY AGREED IN WRITING UPON PLANS AND SPECIFICATIONS FOR SUCH CONSTRUCTION
UTILIZING THE PROCEDURE HEREINAFTER SET FORTH;
(II)
THAT LANDLORD AND TENANT SHALL HAVE
MUTUALLY AGREED IN WRITING UPON ONE OR MORE GENERAL CONTRACTORS (HEREIN
SOMETIMES REFERRED TO IN THE SINGULAR AS "CONTRACTOR" AND THE PLURAL AS
"CONTRACTORS") TO BE UTILIZED BY TENANT IN ERECTING SUCH IMPROVEMENTS AND
LANDLORD HAS BEEN PROVIDED WITH A COPY OF THE CONTRACT (A.I.A. FORM) BETWEEN
TENANT AND GENERAL CONTRACTOR; PROVIDED, HOWEVER, THAT IF TENANT PROVIDES
LANDLORD WITH A PAYMENT AND PERFORMANCE BOND AS PROVIDED UNDER THE TEXAS
PROPERTY CODE, SECTION 53.201 ET SEQ., PRIOR TO THE COMMENCEMENT OF IMPROVEMENTS
(WHICH
LANDLORD, AT THE EXPENSE OF TENANT, SHALL FILE IN THE OFFICE OF THE
COUNTY CLERK OF THE COUNTY WHERE THE LEASED PREMISES ARE LOCATED), THEN LANDLORD
SHALL BE DEEMED TO HAVE APPROVED TENANT'S CONTRACTORS AND LANDLORD SHALL BE
DEEMED TO HAVE WAIVED ITS RIGHT TO WITHHOLD TEN (10%) PERCENT OF THE SUM PAYABLE
BY LANDLORD TO TENANT PURSUANT TO SECTION 1.04.A FOR THE THIRTY DAY PERIOD
FOLLOWING SATISFACTION OF ALL REQUIREMENTS OF SECTION 1.04.A. AS SET FORTH
HEREINBELOW.
(III)
THAT TENANT HAS TENDERED TO LANDLORD A TRUE
COPY OF A "BUILDING PERMIT" (MEANING ALL REQUIRED GOVERNMENTAL,
QUASI-GOVERNMENTAL, REGULATORY AUTHORITY AND OTHER PERMITS, CONSENTS, LETTERS OF
UTILITY AVAILABILITY AND PERMISSIONS) FOR THE WORK OF TENANT AND ITS CONTRACTORS
TO BE PERFORMED UNDER THE LEASE AND CERTIFICATES OF ALL INSURANCE REQUIRED TO BE
OBTAINED BY TENANT PURSUANT TO THE LEASE;
(IV)
THAT THE LEASE HAS NOT BEEN TERMINATED FOR ANY
REASON PERMITTED UNDER THE LEASE.
Upon any such cancellation and termination by Landlord, Landlord and Tenant
shall each respectively be released from all further liability under the Lease,
irrespective of what costs or expenses either of such parties shall have
incurred prior to any such cancellation and termination.
Tenant shall have no
right to construct or permit any improvements at the Leased Premises unless
Tenant shall have satisfied all of the aforesaid conditions precedent and
Landlord shall have tendered possession of the Leased Premises to Tenant.
B.
In connection with Tenant's erection of improvements at the Leased
Premises, if Landlord and Tenant have not prior to (or contemporaneous with) the
execution of the Lease by Landlord and Tenant agreed