SEVENTH AMENDMENT TO RESTAURANT MANAGEMENT AGREEMENT
Exhibit 10.18
SEVENTH AMENDMENT TO RESTAURANT MANAGEMENT AGREEMENT
made as of the 24th of November, 2004 by and between Post House Investors L.P. having an office at 00 Xxxx 00xx Xxxxxx, Xxx Xxxx, Xxx Xxxx (“Post House Investors”) and the New York Restaurant Group, Inc., a domestic corporation with offices at 0000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 (“Restaurant Group”).
WITNESSETH
WHEREAS, pursuant to an agreement made as of the 26th day of February, 1991, between XXXXX XXXXXXXXX and XXXXX XXXXXXXXX, on the one hand, and the Restaurant Group on the other hand, the CHARTOUNIS retained the Restaurant Group as an independent contactor to provide administrative managerial and operating services in connection with the operation of the restaurant known as the POST HOUSE; and
WHEREAS, POST HOUSE INVESTORS are the designees of XXXXX XXXXXXXXX and XXXXX XXXXXXXXX under a certain asset purchase agreement dated November 20, 1991 concerning the purchase of the POST HOUSE RESTAURANT from POST HOUSE ASSOCIATES; and
WHEREAS, on the closing of such sale POST HOUSE INVESTORS agreed to be bound under the terms of the February 26, 1991 management agreement; and
WHEREAS, the closing of such asset purchase agreement took place on January 24, 1992; and
WHEREAS, the term of the restaurant management agreement commenced on such closing date, that is January 24, 1992; and
WHEREAS, by its terms, the restaurant management agreement commenced on such date for the term of three years, expiring on January 23, 1995; and
WHEREAS, by agreement dated December 12, 1994, the parties extended the term of such agreement for a period of two years, through January 23, 1997, and amended the agreement in certain respects; and
WHEREAS, by agreement dated October 29, 1996, the parties further extended the term of such agreement for an additional period of two years, through January 23, 1999; and
WHEREAS, by agreement dated November 11, 1998, the parties further extended the term of such agreement for an additional period of two years, through January 23, 2001; and
WHEREAS, by agreement dated December 25, 2000, the parties further extended the term of such agreement for an additional two years, through January 23, 2003 and
WHEREAS, by agreement dated April 20, 2001, the parties acknowledged Xxxxx & Wollensky Restaurant Group, Inc. as the same entity as New York Restaurant Group, Inc. and substituted a new paragraph 7(f) of the original agreement.
WHEREAS, by amendment dated November 18, 2002, the parties further extended the term of such agreement for an additional period of two years, through January 23, 2005, and
WHEREAS, the parties wish to further extend the term of such restaurant management agreement; and
NOW, THEREFORE, in consideration of the mutual covenants herein contained and other good and valuable consideration, it is agreed as follows:
1. The term of the February 26, 1991 management agreement shall be extended for an additional two years commencing on January 24, 2005 and terminating on January 23, 2007.
2. As compensation for the Restaurant Group’s services, during the term of this renewal, Post House Investors shall pay to the Restaurant Group an amount equal to 6% of all Restaurant sales, as defined in the December 6, 1994, first amendment to Restaurant Management Agreement.
3. Except as herein specifically amended herein, and as amended in the December 6, 1994 first amendment, and the October 29, 1996 second amendment, and the November 11, 1998 third amendment, and the December 20, 2000 fourth amendment and the April 20, 2001 fifth amendment, and the November 18, 2002 sixth amendment, the February 26, 1991 agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this agreement on the year and day first above written.
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POST HOUSE INVESTORS, L.P. |
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By: |
KENSICO PROPERTIES, NY., INC. |
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/s/ Xxxxx Xxxxxxxxx |
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XXXXX XXXXXXXXX, PRES. |
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THE XXXXX & WOLLENSKY |
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RESTAURANT GROUP, INC. |
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By: |
/s/ Xxxx X. Xxxxxx |
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XXXX X. XXXXXX, CFO |