HOLLYWOOD PARK, INC. - FORM 10-Q, SEPTEMBER 1996 - EXHIBIT 10.18
FIRST AMENDMENT TO LEASE
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This First Amendment to Lease ("Amendment") is hereby entered into by
and between HP/COMPTON, INC., a California corporation ("Landlord") and COMPTON
ENTERTAINMENT, INC., a California corporation ("Tenant") with reference to the
following facts:
A. Landlord and Tenant have entered into that certain Lease by and
between Landlord and Tenant dated August 3, 1995 (the "Lease");
B. The Lease provides for Tenant to operate a gaming facility on the
premises which is the subject of the Lease (the "Premises");
C. In order to obtain governmental approval to operate the gaming
facility on the Premises, the State of California Department of Justice has
required Landlord and Tenant to amend certain provisions of the Lease;
D. Both Landlord and Tenant desire to effectuate the required changes
in the Lease and have therefore agreed to enter into this First Amendment to
Lease.
NOW, THEREFORE, in consideration of the foregoing and for other good
and valuable consideration, the receipt and adequacy of which is hereby
acknowledged, Landlord and Tenant hereby agree as follows:
1. Defined Terms. Unless otherwise specified, all capitalized terms
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set forth herein shall carry the same meaning as proscribed to them in the
Lease.
2. Amendments to Lease. The Lease shall be amended by making the
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following changes:
2.1 The following new paragraph 2.02(c) shall be added to the
Lease:
"Notwithstanding anything contained in subparagraph 2.02(a)
above, Tenant shall have the right to terminate this Lease upon thirty
(30) days' written notice to Landlord in the event Tenant's use of the
Property produces insufficient funds to pay monthly rent as set forth
in paragraph 3.01 below, after Tenant has made all payments of
operating expenses, including payment of any loans or lines of credit
related to the operation of the Card Club and prior to any
distribution of revenue to Tenant. Tenant's exercise of the foregoing
right of termination shall not be deemed to affect Tenant's right to
participate or enter into the Partnership Agreement at such time as
Landlord or any affiliate become eligible to be licensed to operate a
card club in the State of California."
2.2 The last sentence of paragraph 5.02(a) shall be deleted.
2.3 A new Section 8.07 shall be added to the Lease which will
state the following:
"Limitation on Landlord's Interest as to Transferees.
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Neither Landlord nor any assignee or transferee shall have the right
to in any way
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participate in the operation or ownership of the Card Club or in any
way receive a financial interest in or exercise influence over the
Card Club until: (i) the laws of the State of California allow the
Card Club to be owned or operated by a public company; or (ii) the
State of California Department of Justice specifically permits such
transferee or assignee to act in such a manner with respect to the
Card Club, whether or not such transferee or assignee is eligible for
gaming registration at the time of such transfer, assignment, or
conveyance. Pursuant to this Section 8.07, Landlord shall expressly
state, in any document which transfers, assigns or conveys any of its
rights, title or interest to this Lease, that no assignee or
transferee shall have the right to participate in the ownership or
operation of the Card Club or in any way obtain a financial interest
and/or exercise any influence over the Card Club until: (i) the laws
of the State of California provide that the Card Club may be owned or
operated by a public company; or (ii) the State of California
Department of Justice specifically permits such transferee or assignee
to act in such a manner with respect to the Card Club, whether or not
such transferee or assignee is eligible for gaming registration at the
time of such transfer, assignment, or conveyance. Nothing in this
Section 8.07 shall be deemed to change or alter any provision of this
Lease or require that any party's rights hereunder be changed or
altered upon Landlord's transfer or conveyance of its right, title or
interest herein except as expressly stated above."
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3. Other than the foregoing changes, the Lease shall remain in full
force and effect in its entirety and may not be amended or modified except as
provided therein.
IN WITNESS WHEREOF, this First Amendment to Lease is executed this
12th day of March, 1996.
COMPTON ENTERTAINMENT, INC.
a California corporation
By:_/s/Rouben Kandilian________________
Rouben Kandilian, President
HP/COMPTON, INC.
a California corporation
By:_/s/G. Michael Finnigan______________
Its: Vice President___________
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