EXHIBIT 99.5
TRAFFIC CONTROL IMPROVEMENTS
COST PARTICIPATION AGREEMENT
COMMERCIAL DEVELOPMENT
THIS AGREEMENT, made and entered into this 7th day of June, 2000, by
and between Aladdin Gaming, LLC, whose mailing address is 000 Xxxxx Xxxx, Xxx
Xxxxx, Xxxxxx 00000 (hereinafter referred to as "Owner/Developer"), and XXXXX
COUNTY, NEVADA, (hereinafter referred to as "County"):
WHEREAS, the Owner/Developer has submitted to the County an application
for a zoning approval and a plan for the development and construction of a
Hotel/Casino Expansion, located at the northeast corner of Las Vegas Boulevard
and Xxxxxx Avenue, as further described in Exhibit "A," attached, Assessor's
Parcel No.(s) 162-21-201-006; and
WHEREAS, the County requires participation by the Owner/Developer in
the cost of certain off-site improvements to be constructed by the County, and
set forth herein as a condition of approval of said development; and
WHEREAS, the off-site improvements consist of construction of those
improvements set forth in Paragraph 1 below; and
WHEREAS, County is proposing to design and install said off-site
improvements in the future in conjunction with the installation of traffic
signal systems, and dual left turn lane extension, streetlighting installation,
dual right and right turn lanes, pedestrian grade separation, and traffic
control signs and markings, as described in Exhibit "B" ("County Project"), in
the area of the Owner/Developer's property, which County project includes these
necessary off-site improvements.
NOW, THEREFORE, the parties to this Agreement for and in consideration
of the mutual promises herein contained and for other good and valuable
considerations, do hereby agree as follows:
1. The Owner/Developer requests and agrees to be included in the
County Project, and the County agrees to allow the
Owner/Developer's required off-site improvements as required
by the subdivision's traffic study accepted by the County,
namely traffic signal systems, dual left turn lane extension,
streetlighting installation, dual right and right turn lanes,
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pedestrian grade separation, and traffic control signs and
markings, to be constructed as part of the County Project. The
Owner/Developer further requests and agrees to pay the County
in an amount equal to the percentages of the actual cost(s) of
certain improvement(s), as described in Exhibit "B," said
costs to be determined by the County at the time of
construction. Payment in cash shall be made within thirty (30)
days of receipt of billing by the County.
2. The Owner/Developer understands and agrees that the County
will construct the County Project including Developer's
required off-site improvements within a time period as solely
determined by the County. Construction will be in accordance
with the Uniform Standard Specifications for Public Works
Construction, Offsite Improvements, Xxxxx County Area, Nevada,
latest edition.
3. This Agreement shall be in full force and effect from and
after the date of execution of the Agreement and shall
continue until the obligations of both parties herein are
fulfilled.
4. The Owner/Developer cannot transfer, sell, convey, or assign
any rights and obligations under this Agreement without the
written consent of the County, which consent must not be
unreasonably withheld. The County may withhold written consent
if the assignee, transferee, etc., does not sign an agreement
with the County obligating it to the terms and conditions of
this Agreement, and if the County is not satisfied that the
assignee, transferee, etc., is financially capable of
performing the obligations of the Owner/Developer under this
Agreement.
5. This Agreement shall be a covenant running with the land
described in Exhibit "A" and shall bind the Owner/Developer,
its successors and assigns and inure to the benefit of the
County, its successors and assigns. The parties hereto agree
that this Agreement will be recorded in the office of the
Xxxxx County Recorder.
6. The Owner/Developer fully understands and agrees that this
Agreement does not obligate the County to expend funds for the
County Project. Separate approval(s) are required by the Board
of County Commissioners ("Board"), which approval is at the
Board's sole discretion.
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7. Upon execution and performance of this Agreement by the
Owner/Developer, the County will deem the obligations of the
Owner/Developer for participation in the cost of the
improvements described hereinabove to have been discharged,
but such performance by the Owner/Developer is hereby agreed
by both parties to be in addition to, and separate from any
other on-site or off-site improvements that are required of
the Owner/Developer by law.
IN WITNESS WHEREOF, the parties hereto have set their hands and
official seals on the date first above written.
OWNER/DEVELOPER:
Aladdin Gaming,LLC
AUTHORITY
-------------------------
XXXXXXX XXXXXXXX, MANAGING MEMBER
STATE OF NEVADA)
)ss
COUNTY OF XXXXX)
On June 7, 2000 personally appeared before me, a Notary Public, Xxxxxxx X.
Xxxxxxxx, who acknowledged that he executed the above instrument.
[SEAL NOTARY PUBLIC]
-------------------------
NOTARY PUBLIC in and for said County
and State.
ATTEST: COUNTY OF XXXXX, STATE OF NEVADA
------------------------------------- -------------------------------------
XXXXXXX X. XXXXXXXXXXX, COUNTY CLERK XXXXX X. XXXXXXXX, CHAIRMAN
BOARD OF COUNTY COMMISSIONERS
Recorder's Instrument No.___________________________
When recorded, mail to:
Xxxxx County Public Works
Traffic Management Division
000 X. Xxxxx Xxxxxxx Xxxxxxx
XX Xxx 000000
Xxx Xxxxx, Xxxxxx 00000-0000
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
XXXXX XXXXXXX XXXX XXXXXX
& XXXXXXX LLP
000 Xxxx Xxxxxxxx, 0xx Xxxxx
Xxx Xxxxx, Xxxxxxxxxx 00000-0000
Attention: Xxxxxxx X. Xxxxxx, Esq.
APNI: 162-21-201-006
(Space Above For Recorder's Use)
CLARIFICATION REGARDING OBLIGATIONS UNDER
TRAFFIC CONTROL IMPROVEMENTS COST PARTICIPATION AGREEMENT
COMMERCIAL DEVELOPMENT
Aladdin Gaming, LLC ("Gaming") is the fee owner of that certain parcel
of land located in Las Vegas, Nevada, more particularly described in Exhibit "A"
hereto (the "Gaming Tract"). Concurrently herewith, Gaming is transferring to
Aladdin Bazaar, LLC ("Bazaar") fee title to a parcel of land adjacent to the
Gaming Tract and more particularly described in Exhibit "B" hereto (the "Bazaar
Tract").
Gaming and Xxxxx County, Nevada (the "County") previously entered into
that certain Traffic Control Improvements Cost Participation Agreement
Commercial Development dated June 7, 2000 (the "Improvements Agreement"), which
Improvements Agreement was recorded on August 10, 2000 in Book 2000810,
Instrument No. 00604 of the Official Records of the County (the "Official
Records"). Pursuant to the Improvements Agreement, it is contemplated that the
County will construct certain offsite improvements (the "Improvements"), and
that Gaming will reimburse the County for a certain percentage of the cost of
the Improvements, as more particularly set forth therein. The Improvements
Agreement purports to burden both the Gaming Tract and the Bazaar Tract.
Gaming acknowledges that the Improvements, and Gaming's obligation to
pay a portion of the costs thereof, constitute "Infrastructure Improvements,"
for which Gaming has sole responsibility, as that term is defined in that
certain Site Work Development and Construction Agreement dated February 26, 1998
(the "Site Work Agreement"), by and among Gaming, Bazaar and Aladdin Holdings,
LLC, a Memorandum of which was recorded on March 2, 1998 in Book 980302.
Instrument 00004 of the Official Records and was re-recorded on May 29, 1998 in
Book 980529. Instrument 02359 of the Official Records. Accordingly, Gaming
agrees that, as between Gaming and Bazaar, Gaming shall bear all responsibility
for the obligations of Gaming under the Improvements Agreement, and will
indemnify, hold harmless and defend Bazaar and the Bazaar Tract against any and
all costs, obligations and claims arising from the Improvements Agreement.
Gaming at its own cost and expense agrees to use commercially
reasonable efforts to enter into an agreement with the County whereby the County
acknowledges and agrees that the Improvements Agreement is not binding upon
Bazaar and does not burden the Bazaar Tract; and Gaming agrees to commence such
process promptly after the date hereof and to pursue such process with
commercially reasonable diligence.
AGL 120691
This agreement shall run with the land, shall be binding on all
successors and assigns of Gaming with respect to its interest in the Gaming
Tract and shall inure to the benefit of all successor and assigns of Bazaar with
respect to its interest in the Bazaar Tract.
Dated: November 3, 2000 Aladdin Gaming, LLC, a Nevada limited
liability company
By:
---------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: President and Chief Executive
STATE OF NEVADA )
) ss.
COUNTY OF XXXXX )
On Nov 3, 2000 before me, Xxxxx Xxxxxxx, a Notary Public in and for
said state, personally appeared Xxxxxxx X. Xxxxxxxx, personally known to me (or
proved to me on the basis of satisfactory evidence) to be the person whose name
is subscribed to the within instrument and acknowledged to me that he/she
executed the same in his/her authorized capacity, and that by his/her signature
on the instrument, the person, or the entity upon behalf of which the person
acted, executed the instrument.
WITNESS my hand and official seal.
[XXXXX XXXXXXX SEAL] ------------------------------------
Notary Public in and for said State
(SEAL)
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