This Casino Consulting Agreement ("Agreement") is entered into by and between:
* XXXXXX CASINO S.A. ("Owner") duly represented by
* Xx. Xxxxx. Charagionis and Xxxxxx Xxxxxxxxxx
* CENTURY CASINOS INC. (Century) duly represented by
* Xx. Xxxxx Xxxxxxxxxx
* PLAYBOY GAMING INTERNATIONAL LTD ("Playboy") duly represented
by Xx. Xxxxx Xxxxxxxx
as of March 25, 1998
RECITALS
WHEREAS, Century is a party to a Casino Management Consulting Agreement (the
"Consulting Agreement") dated October 12, 1995 with Owner for a hotel/casino
complex on the island of Xxxxxx, Greece (the "Complex");
WHEREAS, Playboy is willing to provide management services under the Consulting
Agreement, Century is willing to assign its rights and delegate its
responsibilities under the Consulting Agreement to Playboy and Owner is willing
to agree to such assignment and delegation;
NOW, THEREFORE, in consideration of the mutual promises herein contained, it is
mutually agreed as follows:
1. All of the Recitals are restated and made a part hereof.
2. Century will be relieved of all obligations under the Consulting Agreement
except to the extent that:
a. Playboy, on behalf of owner, requests certain consulting services, in
which case Century will provide those services at the rate of U.S.
$1,000 per day plus reasonable out of pocket expenses [which shall be
payable within ten (10) business days after Playboy's receipt of
invoice for same] by Playboy, unless expressly otherwise agreed;
b. subsequent to the opening of the Complex, if Playboy is unable or
unwilling to manage the Complex, this Agreement will be null and void
and Century will remain obligated to perform its obligations under the
Consulting Agreement and entitled to all of its rights under the
Consulting Agreement, Including, but not limited to, the right to
receive all fees and other payments net of any amounts paid to Century
hereunder or under the Consulting Agreement.
3. Except as provided in paragraph 2, above, all payments due Century by
Owner under the Consulting Agreement will be made by Owner to Playboy.
4. Playboy will pay Century U.S. $25,000 for the Complex's pre-opening period
(payable on execution of this Agreement by all of the parties hereto) and
U.S. $50, 000 for each of the first three (3) years of the Complex's
operation (payable in equal installments at the end of the first and second
quarters of each such fiscal years). Except for any payments due Century
under this paragraph 4 and paragraph 2 as above, Century will be entitled
to no other payments under the Consulting Agreement.
5. Upon the execution of this Agreement, the Consulting Agreement will be
terminated and Century will have no claim, liability, right, or obligation
under the Consulting Agreement, subject only to paragraph 2, hereof.
6. Playboy and Century and Owner will initially approve any press or news
release concerning the subject matter of this Agreement.
7. This Agreement represents the entire understanding of the parties hereto.
None of the terms of this Agreement can be waived or modified except by an
express agreement in writing signed by the parties hereto.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
by the duly authorized representative of each.
This Agreement is signed in five (5) copies, distributed as follows:
* XXXXXX CASINO S.A. 3 copies
* PLAYBOY GAMING INTERNATIONAL LTD 1 copy
* CENTURY CASINOS INC. 1 copy
and represents the binding obligations of the parties hereto.
XXXXXX CASINO S.A.
By /s/ Theod. Charagionis By /s/ Xxxxxx Xxxxxxxxxx
------------------------------------- -----------------------
Name: Th. Charagionis Name: X. Xxxxxxxxxx
CENTURY CASINOS INC.
By /s/ Xxxxx Xxxxxxxxxx
-------------------------------------
Name: P. Hoetzinger
PLAYBOY GAMING INTERNATIONAL INC.
By /s/ Xxxxx X. Xxxxxxxx
-------------------------------------
Name: X. Xxxxxxxx
