EXECUTION COPY
AMENDED AND RESTATED THIRD AMENDMENT
MADE AS OF THE 1ST DAY OF FEBRUARY, 1999
TO
ROAD DEVELOPMENT AGREEMENT
MADE AS OF THE 10TH DAY OF JANUARY, 1997
BY AND AMONG
STATE OF NEW JERSEY
AND
SOUTH JERSEY TRANSPORTATION AUTHORITY
AND
AC HOLDING CORP.
EXHIBIT 10.76
AMENDED and RESTATED THIRD AMENDMENT TO ROAD DEVELOPMENT AGREEMENT
("Restated Third Amendment") made as of this lst day of February,
1999, by and among the STATE OF NEW JERSEY, acting through the Depart-
ment of Transportation, 0000 Xxxxxxx Xxxxxx, XX 000, Xxxxxxx, Xxx
Xxxxxx 00000-0000 (the "State"), the SOUTH JERSEY TRANSPORTATION
AUTHORITY, a public body having an office at Xxxxxx Xxxxxxx Xxxxx,
X.X. Xxx 000, Xxxxxxxxx, Xxx Xxxxxx 00000 ("SJTA") and AC HOLDING
CORP., a Nevada corporation, having an office and place of business at
0000 Xxxxx Xxxxxxxxxx Xxxx, Xxx Xxxxx, Xxxxxx 00000 ("Developer").
W I T N E S S E T H:
WHEREAS, as of January 10, 1997 the State, SJTA and Mirage Resorts,
Incorporated ("MRI"), as "Developer", executed and delivered a Road
Development Agreement which agreement (the "Original Agreement") was,
by a first amendment thereto made as of July 31, 1997, a Second
Amendment thereto made as of October 10, 1997 and a Third Amendment
thereto (the "Third Amendment") made as of the 30th day of October,
1998 thereafter amended (said Original Agreement, as so amended, the
"Agreement"); and WHEREAS, concurrently with the execution and
delivery of the Original Agreement, pursuant to Section 13.1 thereof,
MRI assigned all of its right, title and interest in and to the
1
Original Agreement to Atlandia Design and Furnishings Inc.
("Atlandia"), which assumed the obligations of the assignor there-
under; and
WHEREAS, as of December 1, 1998, pursuant to Section 13.1 of the
Agreement, Atlandia assigned all of its right, title and interest in
and to the Agreement to Developer, which assumed the obligations of
assignor thereunder, and
WHEREAS, the State, SJTA and Developer have determined that it is
necessary and, pursuant to the provisions of N.J.S.A. 27:1A-5, 27:7-21
and 27:25A-23 that it is in the public interest, to amend further the
Agreement and restate the Third Amendment as hereinafter provided.
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
1. Definitions.
1.1 All terms, the initial letters of which are capitalized and
not otherwise defined in this Restated Third Amendment, shall have the
respective meanings ascribed to them in the Agreement.
2. Amendment of Article 12 (Termination).
2.1 Article 12 (Termination) is hereby amended as follows:
2.1.1 By deleting subparagraphs 12.1.7.2 and 12.2.6.2;
and
2.1.2 By adding new paragraphs 12.1.10 and 12.2.8 to read
as follows:
"If, on October 31, 1999, Developer is not in receipt
of all Casino Project Permits necessary to commence construction of
the Casino Project."
2
3. Miscellaneous
3.1 This Restated Third Amendment may not be modified, except by
an instrument in writing signed by the State, SJTA and the Developer,
and shall be binding on the parties, their successors and assigns, but
shall not enure to the benefit of any other Person.
3.2 This Restated Third Amendment may be executed in any number
of counterparts, by manual or by facsimile signature, all of which
counterparts together shall constitute a single instrument.
3.3 This Restated Third Amendment shall supersede in all respects
the Third Amendment.
3.4 Except as amended by this Restated Third Amendment, all of
the terms, covenants and conditions of the Agreement shall continue in
full force and effect.
[SIGNATURE PAGE FOLLOWS]
3
IN WITNESS WHEREOF, the parties hereto have caused this Restated
Third Amendment to be executed as of the date first set forth above by
their duly authorized representatives.
STATE OF NEW JERSEY
BY: DEPARTMENT OF TRANSPORTATION
XXXXXX X. XXXXXXX
By:
-------------------------------------
Xxxxxx X. Xxxxxxx
Acting Deputy Commissioner
SOUTH JERSEY TRANSPORTATION AUTHORITY
XXXXX X. XXXXXXXX
By:
-------------------------------------
Xxxxx X. Xxxxxxxx
Executive Director
AC HOLDING CORP.
XXXXXXX X. XXXX
By:
-------------------------------------
Xxxxxxx X. Xxxx
Secretary
THIS DOCUMENT HAS BEEN REVIEWED
AND APPROVED AS TO FORM ON THIS
9TH DAY OF FEBRUARY, 1999
XXXXX XXXXXXXX
ATTORNEY GENERAL OF NEW JERSEY
XXXXX X. XXXX
By:
--------------------------
Assistant Attorney General
4
