EXHIBIT 10.16
FIRST AMENDMENT TO LEASE BETWEEN
ATLANTIC CITY SHOWBOAT, INC. AND
R. XXXXX XXXX AND XXXXX X. XXXX
DATED APRIL 10, 1987
WHEREAS, Atlantic City Showboat, Inc. ("Lessor"), and R.
Xxxxx Xxxx and Xxxxx X. Xxxx ("Lessee") entered into that certain
Lease dated as of April 10, 1987, by which Lessor leased to
Lessee certain real property within the Showboat Casino Hotel
building in Atlantic City for a term of years as defined said
Lease; and
WHEREAS, Lessee has continuously occupied the Premises as
defined in the Lease and operated therefrom a Gift Shop; and
WHEREAS, due to certain renovations of the Showboat Casino
Hotel building, the Lessor and Lessee desire to relocate Lessee's
gift shop operation from the Premises as defined in the Lease to
another location within the Showboat Casino Hotel building; and
WHEREAS, the parties desire to amend the Lease with respect
to the use of the premises; and
WHEREAS, Lessee desires to memorialize its exercise of its
options to extend the term of the Lease; and
WHEREAS, Lessor and Lessee, upon mutual execution of this
First Amendment, desire that all of the terms and conditions of
the Lease remain in full force and effect with the exception of
those portions of the Lease herein amended and wish to ratify and
confirm all of the terms, conditions and provisions of the Lease
so that such terms, conditions and provisions are completely
applicable to the relationship of Lessor and Lessee with respect
to the relocated gift shop.
NOW, therefore, in consideration of mutual covenants, Lessor
and Lessee hereby agree to amend the Lease as follows:
1. Effective as of March 1, 1997, Lessee shall vacate,
surrender and forever relinquish any right, title or
interest to that certain real property identified in the
Lease as RS7 identified in Exhibits A and B of the Lease.
2. Effective March 1, 1997, Lessor leases to Lessee and Lessee
leases from Lessor that certain real property located within
the Showboat Casino Hotel building more particularly
depicted and described in and on Exhibits A and B attached
hereto, which Exhibits A and B are intended to replace and
supersede the corresponding Exhibits attached to the Lease.
3. Effective as of March 1, 1997, the Lease, as amended by this
first amendment, including all of its terms, conditions and
provision, shall apply to the new Gift Shop Premises to the
same extent as it applied to the Premises.
4. Effective as of March 1, 1997, the following shall be
deleted from Article 18(a)(2) of the Lease (see page 20 of
Lease):
The following words or phrases contained in
subparagraph (i): "Xxx Xxx clown figures
(described as 24 karat gold over a base metal
on an onyx base)";
Subparagraph (v) in its entirety;
Subparagraph (vi) in its entirety;
The following words or phases contained in
subparagraph (vii): "fresh baked cookies,"
"soft drinks," "ice cream cones or bars or
any ice cream package fountain product".
5. Lessee hereby exercises the option to renew set forth at
Article 41 of the Lease, to wit, the Term of the Lease is
extended for one (1) successive ten (10) year term following
the expiration of the Term of the Lease as set forth at page
one thereof.
IN WITNESS WHEREOF, the parties have set their hands and
seals by their authorized representatives as of this 17th day of
July, 1997.
Attest: ATLANTIC CITY SHOWBOAT, INC.
/s/ Xxxxxx X. Xxxxxxxx BY: /s/ Xxxxxxx X. Xxxxx
Xxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxx
Assistant Secretary President and CEO
Witness:
/s/ Xxxxxx X. Xxxxxxx BY: /s/ R. Xxxxx Xxxx
R. Xxxxx Xxxx
Witness:
/s/ Xxxxxx X. Xxxxxxx BY: /s/ Xxxxx X. Xxxx
Xxxxx X. Xxxx
[HARD COPY OF FIRST AMENDMENT TO LEASE CONTAINS GRAPHIC
CONSTRUCTION PLAN @ FUTURE GIFT SHOP AS EXHIBIT A]
Exhibit A
APPROXIMATE GENERAL
SPACE LOCATION SIZE UTILIZATION
Gift Shop See Hillier Sheet 1,300 sq. ft. Retail sale of magazines
#A2.I newspapers, general mer-
chandise, sundries,
drugs, souvenirs and
tobacco products
Exhibit B
[Showboat Letterhead]
March 25, 1987
R. Xxxxx Xxxx, t/a
Ocean 11 Enterprises
0 X. Xxxxxx Xxxxxx
Xxxxxxx, XX 00000
Re: ATLANTIC CITY SHOWBOAT, INC. -
OCEAN 11 ENTERPRISES AGREEMENT
Dear Xx. Xxxx:
Please have this letter confirm the terms of the arrangement
between you and Atlantic City Showboat, Inc. ("Showboat") for the
placement of cigarette and food vending machines at the Atlantic
City Showboat Hotel, Casino and Bowling Center ("Hotel"). Those
terms are as follows:
1. YOUR OBLIGATIONS. You will be obligated at your cost
to:
(a) Transport, place and install at the Hotel as
expeditiously as possible a quantity and variety of
cigarette and candy/snack vending machines
satisfactory to Showboat. Such machines will be
installed at all locations directed by Showboat in
its sole discretion;
(b) Make substitutions of machines from time to
time at the reasonable discretion of Showboat;
(c) Service, repair, stock and maintain in good
condition machines installed and respond to any
service call within 24 hours;
(d) Maintain comprehensive general liability
insurance satisfactory to Showboat and workers
compensation insurance as required by law;
(e) Adhere to Showboat's cash collection procedures
as prescribed from time to time;
(f) Bear the risk of loss of all machines;
(g) Obtain all necessary governmental licenses,
permits, registrations and approvals;
Mr. R. Xxxxx Xxxx
March 25, 1987
Page 2
(h) Make collections from the machines at
designated intervals as prescribed by Showboat;
(i) Make available at the following prices and pay
to Showboat commissions in accordance with the
following schedule:
MACHINE VENDING PRICE COMMISSION
Candy & Snacks .60 12%
(Public)
Cigarettes 1.85 30%
(Public)
Candy & Snacks .50 None
(Employee)
Cigarettes 1.50 12%
(Employee)
Collections will be made at designated times by you
or your representative and a representative of
Showboat and divisions of collection proceeds will
be made at the Hotel upon each collection:
(j) Allow Showboat to audit at its discretion any
records pertinent to collections:
(k) Indemnify, defend and hold Showboat and/or its
employees harmless for any claims, suits or damages
arising out of your performance or non-performance
of this Agreement, including any claim or assessment
for taxes levied in connection with or arising out
of operation of the machines.
2. OBLIGATIONS OF SHOWBOAT. Showboat will be obligated
at its cost to:
(a) Grant to you the exclusive limited license to
place cigarette and candy/snack vending machines on
the Hotel premises at locations specified by
Showboat (subject to the terms and conditions of
this Agreement) and to allow you or your employees
to come into the Hotel premises for the purpose of
servicing machines. The parties agree that this
limited license will be deemed not to be coupled
with any interest and neither this letter agreement
nor any memorandum thereof will be lodged for
recording as an interest in real property.
Mr. R. Xxxxx Xxxx
March 25, 1987
Page 3
3. TERMS AND TERMINATION. The term of this Agreement
("Term") shall commence on April 1, 1987, and will
continue in effect until March 31, 1992, and from
year to year thereafter unless and until terminated
by either party on sixty (60) days written notice
given prior to the fifth anniversary or subsequent
anniversaries of commencement of the Term. This
Agreement shall be terminable on ten (10) days
written notice by Showboat, however, in the event
that Showboat's casino license is revoked, in the
event that either party becomes bankrupt, insolvent
or is dissolved, any Act of God or a third party
which renders operation of the Hotel/Casino complex
impossible or the sale by Showboat of the Hotel.
Notice shall be effective if given by certified
mail, return receipt requested, to the parties at the
addresses set forth in this letter.
4. GOVERNING LAW. This Agreement will be subject to,
governed by and construed in accordance with the
laws of the State of New Jersey as may be amended
and supplemented from time to time, and any action
arising out of this agreement will be brought before
a court of competent jurisdiction in Atlantic
County, New Jersey.
5. RELATIONSHIP OF THE PARTIES. The parties
acknowledge that nothing herein is intended to
create any employment, agency, partnership, joint
venture or tenancy and that your relationship to
Showboat is strictly that of limited licensee.
6. ENTIRE AGREEMENT. This Agreement embodies the
entire Agreement between the parties and supersedes
all prior or contemporaneous agreements or
understandings with respect to the subject matter
hereof. This Agreement may be amended only in
writing signed by the party to be charged.
If the terms set forth in this letter are acceptable to you,
please so indicate by signing where indicated below and
returning this letter to Xx. Xxxxxxxx of our Legal Department.
ATLANTIC CITY SHOWBOAT, INC.
/s/ Xxxxx X. Xxxxxx Mar. 26, 1987
Xxxxx X. Xxxxxx, President Date
AGREED TO & ACCEPTED BY
OCEAN 11 ENTERPRISES
/s/ R. Xxxxx Xxxx Mar. 28, 1987
R. Xxxxx Xxxx, Sole Date
Proprietor
cc: Xx Xxxx, Vice Pres. Sports
Xxxxxx XxXxxxxx, Vice Pres. Hotel
Xxxxxx X. Xxxxxx, Insurance & Risk Mgr.
Xxxxxx X. Xxxxxxxx, Asst. General Counsel
