AMENDMENT NO. 2 TO AMENDED AND RESTATED CONCESSION AGREEMENT
Exhibit 10.6
AMENDMENT
NO. 2 TO AMENDED AND RESTATED CONCESSION AGREEMENT
THIS AMENDMENT NO.2 TO AMENDED AND
RESTATED CONCESSION AGREEMENT, is effective as of the 31st day of March,
2006, between XXXX DISNEY WORLD
CO. and XXXX DISNEY WORLD HOSPITALITY & RECREATION CORPORATION
(collectively, “Disney”) and CRYSTAL MAGIC, INC.
(“Vendor”),
WITNESSETH;
WHEREAS, the parties
heretofore entered into an Amended and Restated Concession Agreement dated as of
March 26, 2002 (the “Agreement”), pursuant to which Vendor provides certain
services and/or merchandise for sale to guests of Epcor® and the Magic Kingdom® Park;
and
WHEREAS, the parties have
determined that it is in their mutual best interests to amend the terms of the
Agreement, effective as the 31st day of March, 2006, as herein
provided.
NOW, THEREFORE, in
consideration of the premises and mutual covenants contained herein and in the
Agreement, the parties agree as follows;
1. Paragraph
4 (Term) of the Agreement is hereby amended and restated so that it reads in its
entirety as follows:
4. Term.
The term of this Agreement shall commence on December 7, 1999, and continue
through and including October 30, 2008 (the “Term”), unless any party terminates
this Agreement, with or without cause (i.e., in the terminating party’s sole
discretion), by providing the other parties with sixty (60) days prior written
notice. In addition, Disney may terminate this Agreement for cause (e.g., if
Vendor fails to perform any of its obligations under this Agreement) immediately
by giving notice to Vendor. The parties mutually agree that there may be a
period during the Term during which the Concession will be closed by Disney for,
among other reasons, inclement weather, maintenance and rehabilitation of the
Premises or special events (the “Closed Period”), The existence of the Closed
Period shall not extend the Term or release the parties from their obligations
hereunder.
2. Paragraph
8 (Signage) of the Agreement is hereby amended and restated so that it reads in
its entirety as follows:
8. Signage.
a. Vendor
shall provide, display in location(s) designated by Disney and distribute, at
its sole cost and expense, such signage, fixtures and promotional materials for
the Concession at Image Works
in Epcot® as Disney may approve in its sole discretion. Vendor shall not
display or distribute any other signage, fixtures or promotional materials at
such Concession without the prior written approval of Disney, which approval may
be withheld by Disney in its sole discretion.
b. Vendor
shall provide, display in location(s) designated by Disney and distribute, at
its sole cost and expense, such signage, fixtures and/or promotional materials
for the Concession at the Tomorrowland Arcade in the
Magic Kingdom® Park as
Disney may approve in its sole discretion. Vendor shall not display or
distribute any other signage, fixtures or promotional materials at such
Concession without the prior written approval of Disney, which approval may be
withheld by Disney in its sole discretion.
c. Vendor
shall provide, display in location(s) designated by Disney and distribute, at
its sole cost and expense, such signage, fixtures and promotional materials for
the Concession at Mouse Gear
in Epcot® as Disney may approve in its sole discretion. Vendor shall not
display or distribute any other signage, fixtures or promotional materials at
such Concession without the prior written approval of Disney, which approval
may. be withheld by Disney in its sole discretion.
3. Paragraph
12.c. of the Agreement is hereby amended and restated so that it reads in its
entirety as follows:
x. Xxxxxx
shall collect the compensation from the guests and shall pay to Vendor sixty
percent (60%) of gross revenues from retail sales from the Services, less
applicable sales, use, excise or other taxes. Disney shall retain the remaining
gross revenues from retail sales from the Services. The term “gross revenues
from retail sales from the Services” is defined as all monies and other things
of .value received by, or paid to, Disney and all credit extended by Disney,
arising upon, out of or in connection with the Services at the Concession during
the Term, plus the amount of any applicable sales, use, excise or other taxes,
less the amount of any of Vendor’s merchandise or products which are returned to
Disney or replaced by Disney, less any applicable discounts, less the amount of
any refunds made by Disney in connection with the Services, less the amount of
any cancelled orders for Vendor’s merchandise or products. Such fee shall be
payable on or before Thursday of each week with respect to gross revenues from
retail sales from the Services made during the preceding week (Sunday through
Saturday), through and including the calendar week immediately following the
expiration or sooner termination of this Agreement.
4. Exhibit
B of the Agreement is hereby amended and restated so that it reads in its
entirety as Exhibit B attached hereto.
5. Except
as provided herein, the Agreement shall remain in full force and effect in
accordance with its terms and conditions.
IN WITNESS WHEREOF, the
parties hereto have caused this Amendment No. 0.xx Amended and Restated
Concession Agreement to be duly executed as of the day and year first referenced
above.
(“DISNEY”)
(“VENDOR”)
XXXX
DISNEY WORLD
CO, CRYSTAL
MAGIC, INC
By: /s/ Xxx XxxXxxx
By: /s/ Xxxxxx X. Xxxxxx
Print
Name: Xxx XxxXxxx Print
Name: Xxxxxx X. Xxxxxx
Title: Vice President
Title: President
XXXX
DISNEY WORLD HOSPITALITY
&
RECREATION CORPORATION
By: /s/ Xxxx Xxxxxx
Print Name: Xxxx Xxxxxx
Title: Vice President
