May 28, 1999
Xxxxx Xxxxxxx
Xxxxxxx Hotel Corporation
River Road Hotel Associates, L.C.
0 Xxxxx Xxxxx Xxxxxx
Xxxxx Xxxxxxx, Xxxx 00000
Re: Ground Lease dated May 28, 1999 between Ameristar
Casino Council Bluffs, Inc. ("Ameristar") and River
Road Hotel Associates, L.C. ("River Road")
This is to confirm our understanding with respect to the
Ground Lease Agreement dated May 28, 1999. Ameristar is willing
to give River Road approval to enter onto the Leased Land (as
defined in the Ground Lease) to begin preliminary site work for
the construction of a Hampton Inn hotel. Pending the
effectiveness of the Ground Lease, Sections 2.1 (d) (Construction
Standards), 2.1(e) Insurance During Construction), 2.2
(Compliance with Laws), 3.4 (Governmental Authorities), 3.6
(Limitation on Ameristar's Responsibilities), 5.3 (Public
Liability Insurance), 5.4 (Form of Insurance), and 5.5
(Indemnification) and Article VI (Taxes, Assessments, Liens and
Encumbrances) of the Ground Lease shall apply to Xxxxxxx'x
activities with respect to such preliminary site work. Such
provisions of the Ground Lease will be applicable notwithstanding
the existence of conditions precedent to the effectiveness of the
Ground Lease and regardless of whether the Ground Lease becomes
effective or is terminated. River Road will provide evidence of
liability insurance in an amount satisfactory to Ameristar for
such indemnity.
River Road and Ameristar shall proceed with diligence to
satisfy the Conditions to Performance in Section 1.2 of the
Ground Lease. If the conditions to be satisfied by River Road
are not satisfied within the applicable time periods and
Ameristar terminates the Ground Lease, River Road will be
responsible for all costs and expenses necessary to promptly
restore the Leased Land to its condition prior to the execution
of the Ground Lease and the commencement of the site work.
Likewise, if the conditions to be satisfied by Ameristar are not
satisfied within the applicable time periods and River Road
terminates the Ground Lease, Ameristar will be responsible for
all costs and expenses necessary to promptly restore the Leased
Land to its condition prior to the execution of the Ground Lease
and the commencement of the site work.
Until the Ground Lease becomes effective, if ever, Xxxxxxx
Hotel Corporation shall be jointly and severally liable with
River Road for the obligations under this letter.
Please indicate your agreement to the above by signing in
the space below.
Ameristar Casino Council
Bluffs, Inc., an
Iowa corporation
By: /s/Xxxxxx Xxxxxxxxxx
Its: Vice President
Agreed and Accepted
River Road Hotel Associates, L.C., an Iowa
limited liability corporation by its Manager
Xxxxxxx Hotel Corporation, an Iowa corporation
By: /s/ Xxxxxx X. Xxxxxxx
Its President
Date May 28, 1999
Xxxxxxx Hotel Corporation, an Iowa corporation
By: /s/ Xxxxxx X. Xxxxxxx
Its President
Date May 28, 1999
