Contract
Exhibit 10.6
THIS
IS AN ENGLISH TRANSLATION VERSION OF THE ORGINAL CONTRACT WRITTEN IN THE CHINESE
LANGUAGE. IF THERE IS ANY DISCREPANCY IN, MIS-INTERPRETATION IN,
OMISSION IN, CONFLICT WITH, VARIATION OR SUPPLEMENTAL TO THE ORIGINAL MEANING OF
THE CONTRACT, THE ORIGINAL CHINESE VERSION PREVAILS.
This
Contract is made between:
Iao Pou
Gaming Promotion Limited (the “Principal”) of Alameda Xx. Xxxxxx x’Xxxxxxxxx
181-187, Edificio Centro Comercial do Grupo Brilhantismo, 12o Andar T,
Macau.
AND
Pak Si
Management And Consultancy Limited (the “Contractor”) of Alameda Xx. Xxxxxx
x’Xxxxxxxxx 181-187, Edificio Centro Comercial do Grupo Brilhantismo, 12o Andar T,
Macau.
WHEREAS
The
Principal engages the Contractor to provide management services to its VIP
Gaming Club (the “Club”) at MGM Grand Macau of 2/F., Room 22, Avenida Dr. Sun
Yat Sen, NAPE, Macau in respect of the gaming table number: 39BB01, 39BB02,
51BB01, 51BB02, 51BB03, 51BB05, 51BB06, 51BB07, 51BB08, 51BB09,
51BB10.
The
Principal and the Contractor hereby agree as follows:
1.
|
Management
Period
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From
1st
January 2010 to 31st
December 2010, both dates inclusive.
2.
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Management
Schedules
|
The
Contractor shall provide staff to work daily at the Club on the following
schedules:
P.
1
Day-shift:
|
From
07:30 to 15:30
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Night-shift:
|
From
15:30 to 23:30
|
Late
Night-shift:
|
From
23:30 to 07:30
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The
Contractor shall arrange an appropriate number of no less than 35 staff per
shift to maintain adequately high standard of services for the Club.
Re-allocation of duties to each staff from time to time shall be subject to the
Contractor’s discretion.
3.
|
Management
Fees
|
The
Principal shall pay the Contractor a monthly fees of HK$700,000 (Hong Kong
Dollars Seven Hundred Thousand Exactly) on the First Working Day of each month.
The said Fees shall be paid in cash terms and is inclusive of: the monthly
salary, fringe benefits, food allowances, Mandatory Provident Fund
Contributions, employee insurance, statutory paid holidays, transportation
allowances of all the staff the Contractor shall provide and all relevant
administrative costs in respect of the fulfillment of the terms of this
Contract.
4.
|
Recovery
|
Under
ordinary operations, when damages to any facilities at the Club is caused by the
Contractor, the Principal shall have the rights to recover from the Contractor;
and the Contractor shall be liable to make compensations to the Principal and
make repairs or restoration on the damages caused.
5.
|
Early Termination of
Contract
|
|
(a)
|
If
the Principal is unsatisfied with the services provided by the Contractor;
or when the Contractor no longer wishes to offer its services to the
Principal - either party shall serve the other party one month’s written
notice for an early termination of the Contract, failing to serve such
notification, the party terminating this Contract early shall be construed
as in breach of the Contract and shall be liable of all damages caused and
arisen from such breach and to compensate the other party
accordingly.
|
|
(b)
|
During
the contractual period, should the Contractor be found to have been
providing unsatisfactory services or irresponsible to their duties, the
Principal shall have the rights to serve written request for improvement
or replacement of any mis-conduct staff and if no such respective remedial
actions are made within 7 days upon written notification of receipt of the
request by the Contractor, the Principal shall unilaterally terminate the
contract at any time without prior notice and no compensation of any kind
shall be paid to the Contractor for such action taken by the
Principal.
|
P.
2
|
(c)
|
If
the Contract is terminated for any of the abovementioned causes as
described in this Clause, the Principal or its third party agents shall
not employ any of the Contractor’s staff to serve at the Club within 3
months after termination of the
Contract.
|
6.
|
Staff Compliance of
Relevant Regulations
|
All staff
employment of the Contractor under this Contract shall comply with relevant
regulatory requirements of the Macau SAR Government. Any and all consequences of
any such non-compliance shall be borne by the Contractor and the Principal shall
bear no responsibility of any kind whatsoever thereof.
7.
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Appendices
|
|
(i)
|
Appendix
I: Respective Duties and Work Flow of In-house
Staff.
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|
(ii)
|
Appendix
II: Fees included in the Management
Fees.
|
Dated
this: January 1, 2010
|
|||
The
Principal
|
The
Contractor
|
||
IAO
POU GAMING PROMOTION
|
PAK
SI MANAGEMENT AND
|
||
LIMITED
|
CONSULTANCY
LIMITED
|
||
(Sd.)
ZHENG ANTING
|
(Sd.)
XXX XXX XXXXX
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||
Authorized
Signature(s)
|
Authorized
Signature(s)
|
||
|
|
||
Iao
Pou Gaming Promotion
|
Pak
Si Management And
|
||
Limited
|
Consultancy
Limited
|
P.
3
Appendix I
(i)
Respective Duties and Work
Flow of In-house Staff
3-Shift
Roster
Day-shift:
|
From
07:30 to 15:30
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Night-shift:
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From
15:30 to 23:30
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Late
Night-shift:
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From
23:30 to 07:30
|
P.
4
Appendix I
(ii)
Work Flow and
Duties
1.
|
Management
Staff
|
|
(i)
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to
mainly responsible for the Club’s operation, to report to the Principal of
any management issues and propose solution and strategic
directions;
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|
(ii)
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to
liaise with gaming patrons and to understand the needs of the gaming
patrons;
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|
(iii)
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to
receive instructions from the Principal on the level of credits made to
gaming patrons according to their credit
positions;
|
|
(iv)
|
to
assist in the promotion of gaming business and boarden patron
bases;
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|
(v)
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to
supervise subordinates.
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2.
|
Finance/ Cage
Personnel
|
I.
|
Finance Manger
|
|
(i)
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to
take orders from superiors, to relate orders and to supervise
subordinates;
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(ii)
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to
check and confirm cash on hand;
|
|
(iii)
|
to
be substitute to staff (at cage);
|
|
(iv)
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to
analysis aging credits and to make respective proposal to the
management;
|
|
(v)
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to
check and confirm the Win/Loss of the Club (cut off daily at 4:00 a.m.)
and to supply relevant information to the
management.
|
|
II.
|
Officer
|
|
(i)
|
to
take orders from superiors, to relate orders and to supervise
subordinates;
|
|
(ii)
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to
check and confirm cash on hand;
|
|
(iii)
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to
be substitute to staff;
|
|
(iv)
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to
be in charge of the safe;
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|
(v)
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to
check and keep track of the exchange of chips at the
casino.
|
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III.
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Cashier
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|
(i)
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to
take orders from superiors;
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|
(ii)
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to
check and confirm cash on hand;
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|
(iii)
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to
safe keep rolling chips, to keep records of and safe keep chips deposit of
the gaming patrons;
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P.
5
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IV.
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Cashier (cont’d)
|
|
(iv)
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to
keep the credit records of the gaming
patrons;
|
|
(v)
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to
keep marker records for commission
calculations;
|
|
(vi)
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to
exchange chips at the Casino.
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3.
|
Public Relations/
Floor Staff
|
I. Manager
|
(i)
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to
take orders from superiors, to relate orders, and to supervise
subordinates;
|
|
(ii)
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to
serve gaming patrons and to maintain daily operation of the
Club;
|
|
(iii)
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to
be on vigilance of gaming patrons’ Win/Loss and their credit movements in
order prevent irregular
occurrences;
|
|
(iv)
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to
witness credits made to gaming
patrons;
|
|
(v)
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to
check and confirm the Club’s Win/Loss and to supply relevant information
to the Finance Personnel and Management
Staff;
|
|
(vi)
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to
pay heed to the Service Staff supplied by the StarWorld Casino and to make
swift report to the Casino to replace any Service Staff who demonstrates
bad manners.
|
|
II.
|
Officer
|
|
(i)
|
to
take orders from superiors, to relate orders and to supervise
subordinates;
|
|
(ii)
|
to
be on vigilance of gaming patrons’ Win/Loss and their credit movements in
order to prevent irregular
occurrences;
|
|
(iii)
|
to
witness credits made to gaming
patrons;
|
|
(iv)
|
to
purchase chips for gaming patrons;
|
|
(v)
|
to
check and confirm the Win/Loss of the Club and to supply relevant
information to the Finance Personnel and Management
Staff.
|
|
III.
|
Public
Relations
|
|
(i)
|
to
take orders from superiors;
|
|
(ii)
|
to
be on vigilance of gaming patrons’ Win/Loss and their credit movements in
order to prevent irregular
occurrences;
|
|
(iii)
|
to
purchase chips for gaming patrons;
|
|
(iv)
|
to
check and confirm the Win/Loss of the Club and supply relevant information
to the Finance Personnel and Management
Staff.
|
P.
6
4.
|
Service
Staff
|
|
(i)
|
to
take orders from superiors;
|
|
(ii)
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to
serve food and drinks to gaming
patrons;
|
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(iii)
|
to
keep and maintain cleaningness of the
Club;
|
|
(iv)
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to
be responsible for miscellaneous
duties.
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5.
|
Driver
|
|
(i)
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to
take orders from superiors;
|
|
(ii)
|
to
pick up and take patrons to
destinations;
|
|
(iii)
|
may
also assist in purchasing chips at the
Club.
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6.
|
Executive
|
|
(i)
|
to
be responsible for administrative
works;
|
|
(ii)
|
to
maintain staff’s on duty reports and to calculate staff
salary;
|
|
(iii)
|
to
check and confirm income from Win with the
Casino.
|
3-Shift
Roster
1.
|
Day-shift:
|
From
07:30 to 15:30
|
2.
|
Night-shift:
|
From
15:30 to 23:30
|
3.
|
Late
Night-shift:
|
From
23:30 to 07:30
|
Time for
the Casino to supply Income Statement
1.
|
08:00
|
2.
|
12:00
|
3.
|
16:00
|
4.
|
20:00
|
5.
|
00:00
|
6.
|
04:00
|
P.
7
Appendix
II
Fees included in the
Management Fees
Monthly
Management Fees paid shall include:
|
1.
|
Salary
and allowances for all staff
concerned.
|
|
2.
|
Mandatory
Provident Fund Contributions for all staff
concerned.
|
|
3.
|
Fringe
benefits and transportation allowances for all staff
concerned.
|
|
4.
|
Repairs
and maintenance of the car of the
Club.
|
|
5.
|
Repairs,
maintenance and clean keeping of the
Club.
|
|
6.
|
All
other relevant expenses operating the
Club.
|
P.
8