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EXECUTION VERSION <br />EAST\99731462.4 <br />Second Amended and Restated Limited Liability Company Agreement <br />of <br />Park One of Florida, LLC <br />This Second Amended and Restated Operating Agreement (said agreement as amended <br />from time to time shall be referred to herein as the “Agreement”) of Park One of Florida, LLC <br />(the “Company”) is entered into this 30th day of April, 2015, by Lanier Parking Holdings, Inc., a <br />Georgia corporation (“Lanier”), as the sole member of the Company. <br />Explanatory Statement <br />WHEREAS, the Company was formed as a limited liability company on December 13, <br />1999 under the name “PK Florida, LLC” by the filing of the Articles of Organization with the <br />Secretary of State of the State of Florida (“Secretary”) pursuant to and in accordance with the <br />Florida Revised Limited Liability Company Act, as amended from time to time (the “Act”); <br />WHEREAS, Park One Holdings, LLC executed the limited liability company agreement <br />of the Company on December 14, 1999 (the “Original LLC Agreement”); <br />WHEREAS, pursuant to Articles of Merger dated December 15, 1999 and filed on <br />December 23, 1999 with the Secretary the name of the Company was changed to “Caribbean <br />Parking Systems, LLC”; <br />WHEREAS, the Original LLC Agreement was amended and restated in its entirety <br />pursuant to that certain Amended and Restated Limited Liability Company Agreement, dated as <br />of December 22, 1999, as amended by that certain Amendment to the Amended and Restated <br />Limited Liability Company Agreement on June 24, 2002 (the “First Amended and Restated LLC <br />Agreement”); <br />WHEREAS, pursuant to Articles of Merger dated December 21, 2000 and filed on <br />December 28, 2000 with the Secretary the name of the Company was changed to “Park One of <br />Florida, LLC”; <br />WHEREAS, pursuant to that Membership Interest Purchase Agreement, dated as of April <br />30, 2015, by and among Park One Holdings, LLC, David L. Ducote (together with Park One <br />Holdings, LLC, the “Sellers”) and Lanier, Lanier purchased all of the issued and outstanding <br />membership interests in the Company from Sellers; and <br />WHEREAS, Lanier desires to amend and restate the First Amended and Restated LLC <br />Agreement pursuant to the terms of this Agreement. <br />NOW, THEREFORE, the text of the First Amended and Restated LLC Agreement is <br />hereby restated and further amended to read in its entirety as follows.