Management Agreement American Golf Corp Monarch Bay

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DocuSign Envelope ID: 3C2D3BBB-9622-434A-9243-AF02B243E3A3 EXHIBIT C — FORM OF LEASE TERMINATION AGREEMENT THIS LEASE TERMINATION AGREEMENT ("Agreement") is made and entered into on this day of , 2020, by and between the CITY OF SAN LEANDRO ("Lessor"), and AMERICAN GOLF CORPORATION, a California corporation ("Lessee"). Lessor and Lessee are sometimes referred to herein individually as a "Party" and together as "Parties." RECITALS A. Lessor is the owner of certain real property and the owner of certain improvements, together commonly known as the Monarch Bay Golf Club, in the City of San Leandro, State of California ("Golf Courses"). B. Lessor and Lessee are parties to that certain Agreement dated as of November 15, 1997, and as amended. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Lease. C. Pursuant to a Golf Course Management Agreement dated of even date herewith (the "Management Agreement"), the Parties agreed to terminate the Lease immediately prior to the commencement date of the Management Agreement in accordance with the terms and conditions of this Agreement. NOW, THEREFORE, in consideration of the mutual promises set forth in this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: Termination Date. Notwithstanding any provision of the Lease to the contrary, the Lease shall terminate and be of no further force or effect at 11:59 p.m. Pacific time on June 1, 2020 ("Termination Date"). From and after the Termination Date, the terms and conditions of this Agreement and the Management Agreement shall set forth the sole and exclusive duties and obligations as between the Parties with respect to the Golf Courses, other aspects of the Leased Premises, and the Facility (as defined in the Management Agreement); provided, however, the Parties acknowledge and agree that the indemnity obligations of both parties set forth in Section 17 of the Lease, shall survive the Termination Date and shall not be discharged pursuant to this Agreement. Lessee's Receivables. Lessor acknowledges and agrees that Lessee shall retain as its sole property all of Lessee's Receivables (as defined below). As used herein, the term "Lessee's Receivables" means: (i) delinquent or uncollected golf cart fees, handicap fees, driving range fees, and golf club storage fees with respect to the Golf Courses (subject to proration under paragraph 3 below, for any such amounts billed as of the Termination Date; (ii) unpaid amounts with respect to tournaments, banquets, and other functions held at the Golf Courses on or before the Exhibit C — Form of Lease Termination Agreement June 1, 2020 City of San Leandro and American Golf Corporation Page 1 of 4