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EXHIBIT 10.17.1
AMENDMENT TO LEASE S
STATE OF LOUISIANA
PARISH OF CALCASIEU
THIS AMENDMENT TO LEASE made this _______ day of _________________,
1995, between PORT RESOURCES, INC., a Louisiana corporation, and CRU, INC., a
Louisiana corporation (hereinafter collectively, "LANDLORD"), and ST. CHARLES
GAMING COMPANY, INC., a Louisiana corporation (hereinafter "TENANT").
W I T N E S S E T H:
A. Effective as of the 24th day of March, 1995, LANDLORD and
TENANT entered into that certain Lease (the "Lease"), covering the property
situated in Calcasieu Parish, Louisiana, as more fully described therein (the
"Leased Property").
B. LANDLORD and TENANT have agreed to further modify and amend
certain terms and conditions of the Lease and desire to set forth such
agreement in writing.
C. All capitalized terms herein shall have the same meanings set
forth in the Lease.
NOW, THEREFORE, for and in consideration of the sum of $10.00 cash to
each the other in hand paid, the mutual covenants contained herein and other
good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, LANDLORD and TENANT hereby agree as follows:
1. Term. Paragraph 2 of the Lease is deleted in its entirety and
the following is substituted therefor:
2. Term. The initial term of this Lease shall be for
five (5) years (hereinafter, the "initial term"), to commence March
24, 1995. TENANT shall have the option to renew this Lease for seven
(7) additional five (5) year terms (hereinafter, the "Renewal term")
under the same terms and conditions of this Lease and as further
provided below. TENANT shall notify LANDLORD of its intention to
exercise its option to renew at least six (6) months prior to the
expiration of the initial term and any Renewal term of this Lease.
2. Paragraph 3(A) of the Lease is deleted in its entirety and the
following is substituted therefor:
(A) Initial Term. TENANT covenants and agrees to pay
to LANDLORD annual rent of Seven Hundred Fifty Thousand and 00/100
Dollars ($750,000.00), payable monthly in advance without demand,
deduction, abatement or set off on the first day of each and every
month for the first four (4) years of said initial term in two
separate, equal payments of Thirty-One Thousand Two Hundred Fifty and
00/100 Dollars ($31,250.00) each payable to Port Resources, Inc. and
to CRU, Inc. TENANT covenants and agrees to pay to LANDLORD annual
rent of Nine Hundred Thousand and 00/100 Dollars ($900,000.00),
payable monthly in advance without demand, deductions, abatement or
set off on the first day of each and every month for the fifth (5th)
year of said initial term in two separate, equal payments of
Thirty-Seven Thousand Five Hundred and 00/100 Dollars ($37,500.00)
each payable to Port Resources, Inc. and to CRU, Inc.
3. Rental. Paragraph 3(C) of the Lease is deleted in its
entirety and the following is substituted therefor:
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(C) Second through all subsequent Renewal Terms. During
the second through all subsequent Renewal terms, inclusive, the Rent
shall be not less than the rent for the last year of the preceding
term subject to the following adjustments:
In the event TENANT exercises its option to extend the term of
this Lease, Rent shall be increased as of the commencement date of the
Renewal term (the "Rent Adjustment Date") as follows:
(a) Commencing at the beginning of the month
which is three (3) months prior to the Rent Adjustment Date,
LANDLORD and TENANT shall attempt to agree upon an increase in
Rent for the Leased Property, for the Renewal term, such Rent
to equal one hundred (100%) percent of rent paid by other
riverboat gaming operators in Louisiana and Mississippi for
comparable property usages. The parties expressly recognize
that the Rent to be paid hereunder by TENANT shall be only for
the Leased Property and that in calculating Rent for the
second through all subsequent Renewal terms, TENANT shall not
pay rent on improvements constructed by TENANT. If the
parties are unable to agree upon the Rent for the Renewal term
prior to the end of such month, then within ten (10) days
thereafter each party, at its own cost and by giving notice to
the other party, shall appoint a real estate appraiser with at
least five (5) years full-time commercial real estate
appraisal experience in the area which the Leased Property is
located to appraise and set Rent for the Renewal term. If a
party does not appoint an appraiser within ten (10) days after
the other party has given notices of the name of its
appraiser, the single appraiser appointed shall be the sole
appraiser and shall set the Rent for the Renewal term. If
each party shall have so appointed an appraiser, the two
appraisers shall meet promptly and attempt to set the Rent for
the Renewal term. If the two appraisers are unable to agree
within thirty (30) days after the second appraiser has been
appointed, they shall attempt to select a third appraiser
meeting the qualifications herein stated within ten (10) days
after the last day the two appraisers are given to set the
Rent. If the two appraisers are unable to agree on the third
appraiser within such ten (10) day period, either of the
parties to this Lease, by giving ten (10) days notice to the
other party, may apply to the President of the Louisiana Real
Estate Commission for the selection of a third appraiser
meeting the qualifications stated in this paragraph. Each of
the parties shall bear one-half (1/2) of the cost of
appointing the third appraiser and of paying the third
appraiser's fee. The third appraiser, however selected, shall
be a person who has not previously acted in any capacity for
either party.
(b) Within thirty (30) days after the selection
of the third appraiser, a majority of the appraisers shall set
the Rent for the Renewal term. If a majority of the
appraisers are unable to set the Rent within the stipulated
period of time, the three appraisals shall be added together
and their total divided by three (3). The resulting quotient
shall be the annual Rent for the Leased Property during the
Renewal term. If, however, the low appraisal and/or the high
appraisal is/are more than five (5%) percent lower and/or
higher than the middle appraisal, the low appraisal and/or the
high appraisal shall be disregarded. If only one appraisal is
disregarded, the remaining two (2) appraisals shall be added
together and their total divided by two (2), and the resulting
quotient shall be the Rent for the Leased Property during the
Renewal term. If both the low appraisal and the high
appraisal are disregarded as stated in this paragraph, the
middle appraisal shall be the Rent for the Leased Property
during the Renewal term.
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(c) After the Rent for the Renewal term has been set, the
appraisers shall immediately notify the parties hereto in writing by
certified mail, return receipt requested.
Notwithstanding the foregoing, the Rent during the fourth and
all subsequent Renewal terms shall not be less than One Million Five
Hundred Thousand and 00/100 ($1,500,000.00) Dollars per year.
4. Assignment of Lease to Lender.
(A) If requested by TENANT's lender (the "Lender"),
LANDLORD agrees to consent to the collateral assignment to the Lender
of TENANT's leasehold interest in the Lease, subject to the terms of
the Lease. The consent of LANDLORD is further conditioned upon
LANDLORD's approval of the terms and provisions of the instrument
evidencing such assignment, which approval will not be unreasonably
withheld.
(B) The provisions of paragraph 12 (B) and (C) shall
apply to any assignment or sublease by Lender of TENANT's leasehold
interest in the Lease. However, LANDLORD expressly reserves the right
to approve any such assignment or sublease which approval will not be
unreasonably withheld.
5. Louisiana Riverboat Gaming Partnership. LANDLORD hereby
consents to the assignment by TENANT of fifty (50%) percent of TENANT's capital
stock to Louisiana Riverboat Gaming Partnership ("LRGP"), a Louisiana
partnership comprised of Louisiana Riverboat Site Development, Inc., a
Louisiana corporation wholly owned by Louisiana Downs, Inc. (50%), and 1CSNO,
Inc., a Louisiana corporation wholly owned by Casino America, Inc. (50%).
6. Additional Tenants. LRGP joins herein as a party TENANT and
acknowledges and agrees to faithfully perform all of the covenants, agreements,
terms and provisions of this Lease, on TENANT's part to be performed.
7. Ratification of Lease. No other amendment to the Lease is
made or intended to be made hereby and, except as amended by this instrument,
the Lease is hereby ratified, confirmed and reaffirmed by the parties.
EXECUTED effective as of the date set forth above, in multiple
original counterparts, each of which shall be an original, but all of which
together shall constitute but one and the same instrument.
LANDLORD:
WITNESSES: PORT RESOURCES, INC.
____________________________________ By:____________________________________
Name: _________________________________
____________________________________ Title: ________________________________
ACKNOWLEDGMENT
STATE OF LOUISIANA
PARISH OF CALCASIEU
On this _______ day of ______________________, 1995, before me
personally appeared ______________________________, to me personally known, who
being by me duly sworn, did say that he is the ____________________________, of
PORT RESOURCES, INC., and said appearer acknowledged to me, Notary, in the
presence of the undersigned competent witnesses, that the foregoing instrument
was signed on behalf of said corporation by authority of its Board of
Directors, and said appearer acknowledged said instrument to be the free act
and deed of said
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corporation.
IN WITNESS WHEREOF, said appearer has executed these presents together
with me, Notary, and the undersigned competent witnesses, in the Parish/County
and State aforesaid, on the date first above written.
WITNESSES:
____________________________________
_______________________________________
____________________________________
____________________________________
NOTARY PUBLIC
WITNESSES: CRU, INC.
____________________________________ By:____________________________________
Name: _________________________________
____________________________________ Title: ________________________________
ACKNOWLEDGMENT
STATE OF LOUISIANA
PARISH OF CALCASIEU
On this _______ day of ______________________, 1995, before me
personally appeared ______________________________, to me personally known, who
being by me duly sworn, did say that he is the ____________________________, of
CRU, INC., and said appearer acknowledged to me, Notary, in the presence of the
undersigned competent witnesses, that the foregoing instrument was signed on
behalf of said corporation by authority of its Board of Directors, and said
appearer acknowledged said instrument to be the free act and deed of said
corporation.
IN WITNESS WHEREOF, said appearer has executed these presents together
with me, Notary, and the undersigned competent witnesses, in the Parish/County
and State aforesaid, on the date first above written.
WITNESSES:
____________________________________
_______________________________________
____________________________________
____________________________________
NOTARY PUBLIC
TENANT:
WITNESSES: ST. CHARLES GAMING COMPANY, INC.
____________________________________ By:____________________________________
Name: _________________________________
____________________________________ Title: ________________________________
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ACKNOWLEDGMENT
STATE OF________________________
PARISH/COUNTY OF__________________________
On this _______ day of ______________________, 1995, before me
personally appeared ______________________________, to me personally known, who
being by me duly sworn, did say that he is the ____________________________, of
ST. CHARLES GAMING COMPANY, INC., and said appearer acknowledged to me, Notary,
in the presence of the undersigned competent witnesses, that the foregoing
instrument was signed on behalf of said corporation by authority of its Board
of Directors, and said appearer acknowledged said instrument to be the free act
and deed of said corporation.
IN WITNESS WHEREOF, said appearer has executed these presents together
with me, Notary, and the undersigned competent witnesses, in the Parish/County
and State aforesaid, on the date first above written.
WITNESSES:
____________________________________
_______________________________________
____________________________________
____________________________________
NOTARY PUBLIC
WITNESSES: CROWN CASINO CORPORATION
____________________________________ By:____________________________________
Name: _________________________________
____________________________________ Title: ________________________________
ACKNOWLEDGMENT
STATE OF _____________________________
PARISH/COUNTY OF __________________________
On this _______ day of ______________________, 1995, before me
personally appeared ______________________________, to me personally known, who
being by me duly sworn, did say that he is the ____________________________, of
CROWN CASINO CORPORATION, and said appearer acknowledged to me, Notary, in the
presence of the undersigned competent witnesses, that the foregoing instrument
was signed on behalf of said corporation by authority of its Board of
Directors, and said appearer acknowledged said instrument to be the free act
and deed of said corporation.
IN WITNESS WHEREOF, said appearer has executed these presents together
with me, Notary, and the undersigned competent witnesses, in the Parish/County
and State aforesaid, on the date first above written.
WITNESSES:
____________________________________
_______________________________________
____________________________________
____________________________________
NOTARY PUBLIC
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WITNESSES: LOUISIANA RIVERBOAT GAMING PARTNERSHIP
____________________________________ By:____________________________________
Name: _________________________________
____________________________________ Title: ________________________________
ACKNOWLEDGMENT
STATE OF _____________________________
PARISH/COUNTY OF ___________________________
On this _______ day of ______________________, 1995, before me
personally appeared ______________________________, to me personally known, who
being by me duly sworn, did say that he is the ____________________________, of
LOUISIANA RIVERBOAT GAMING PARTNERSHIP, and said appearer acknowledged to me,
Notary, in the presence of the undersigned competent witnesses, that the
foregoing instrument was signed on behalf of said partnership by authority of
its members, and said appearer acknowledged said instrument to be the free act
and deed of said partnership.
IN WITNESS WHEREOF, said appearer has executed these presents together
with me, Notary, and the undersigned competent witnesses, in the Parish/County
and State aforesaid, on the date first above written.
WITNESSES:
____________________________________
_______________________________________
____________________________________
____________________________________
NOTARY PUBLIC