SERVICE AGREEMENT BETWEEN COLUMBIA SUSSEX CORPORATION AND JMBS CASINO, LLC
EXHIBIT
10.6
This agreement dated the 26th day August 2004 between Columbia Sussex Corporation
(CSC), a Kentucky corporation, and JMBS Casino, LLC (JMBS), a Mississippi limited
liability company;
WITNESSETH, JMBS is desirous of having CSC provide accounting and administrative
services related to its operation of the Bayou Jubilee Casino and the Greenville Inn and
Suites in Greenville, Mississippi (“Casino/Hotel”). The parties agree that CSC is not
providing any management services related to the casino operations at this location,
which are under the sole control of JMBS. As such, CSC enter into this Agreement, which
provides among other things for CSC’s services.
NOW THEREFORE, the parties agree as follows:
1. CONTRACT. JMBS shall contract for accounting and administrative services with CSC
and CSC shall provide these services to JMBS upon the terms and conditions hereinafter set forth.
2. TERM AND EXTENTION. CSC’s provision for services
commence on September 1, 2004 and shall continue in full force and effect until such time
as JMBS or CSC terminates the relationship with sixty (60) days written notice to the
other party.
3. DUTIES. During the term of this contract CSC shall provide to JMBS the following
services. Accounting, cash management, payroll, personnel, purchasing, accounts payable,
bookkeeping and tax matters required or requested in connection with the operation of the
Casino/Hotel, including the preparation of monthly accounting statements, tax reports and
returns, record keeping and various administrative services. CSC will not perform any
management or supervisory services associated with the Casino operations which are
required to be performed by personnel controlled by or licensed by Mississippi Gaming
authorities. Within the limitations herein above provided, CSC will render such other
services of a supervisory nature in the financial area of the operation as may be
requested from time-to-time by the JMBS related to the Casino/Hotel operations without
further compensation than that for which provision is made in this Agreement.
4. TIME REQUIREMENTS. CSC shall devote adequate time to provide accounting, tax,
and administrative services as is necessary to fulfill the requirements of JMBS.
5. COMPENSATION. JMBS shall pay to CSC in equal monthly installments, as fees
for its services, sums in the aggregate amounting to
$10,000.00 (Ten Thousand Dollars) per month prorated for partial months for as long as this
Agreement remains in full force and effect, subject to future escalation by mutual agreement for
increases in CSC’s costs of providing these services.
6. OVERHEAD EXPENSE REIMBURSMENT. JMBS contemplates that CSC, in performing the services
herein, will incur natural and normal business expenses such as travel, professional, secretarial,
and incidental expenses. JMBS will reimburse CSC for all such expenses, monthly or quarterly, in
CSC’s discretion, upon CSC’s submission of bills or statements of accounts therefore. All personnel
hired by CSC who perform services exclusively for JMBS and the Casino/Hotel will be employees of
JMBS and not CSC. Other supervisory or other personnel who do not work exclusively for JMBS or the
Casnino/Hotel will be employed by CSC.
7. RELATIONSHIP BETWEEN THE PARTIES. CSC is retained only for the purposes and the extent
set forth in this Agreement, and its relationship to JMBS shall be that of a provider of services
only and no other. This Agreement in no way affects any other agreements on other matters between
CSC and JMBS that do not relate accounting and/or administrative services, and each party agrees to
hold the other harmless and indemnifies same for any acts which create liability on the other party
as a consequence of the services provided pursuant to this Agreement.
IN WITNESS WHEREOF, CSC and JMBS have caused this Agreement to be executed in their corporate
names by officers having the authority to do same as of the day and year first above written.
| JMBS Casin, LLC | ||||||
By:
|
/s/ Xxxxxx X Xxxx | (corporate seal) | ||||
| Manager | ||||||
| COLUMBIA SUSSEX CORPORATION | ||||||
By:
|
/s/ Xxxxxxxx X. Xxxxxxx | (corporate seal) | ||||
| Secretary/Treasurer | ||||||
