EXHIBIT 10.2
AMENDMENT NO. 1 TO MAKE WELL AGREEMENT
This Amendment No. 1 to Make Well Agreement dated as of April 8, 1999
("Amendment") is entered into with reference to the Make Well Agreement dated as
of March 23, 1998, by and between Xxxxx X. Xxxxxx ("Xxxxxx") in favor of Bank of
America National Trust and Savings Association, as Administrative Agent (the
"Administrative Agent") under the Loan Agreement described below, and for the
benefit of the Lenders (as defined below) party to such Loan Agreement from time
to time (as amended or otherwise supplemented or modified, the "Make Well
Agreement").
The Administrative Agent, acting with the consent of the Lenders in
accordance with the terms of that certain Loan Agreement dated as of March 23,
1998 among Hard Rock Hotel, Inc., a Nevada corporation (the "Borrower"), the
lenders party thereto (the "Lenders"), and Bank of America National Trust and
Savings Association, as Administrative Agent, and Xxxxxx hereby agree to amend
the Make Well Agreement as follows:
1. SECTION 1. The definition of "Release Date" in Section 1 of the Make
Well Agreement is revised as follows: the reference, in each of subsections (a)
and (b) of such definition, to "5.55:1.00" shall refer instead to "5.70:1.00".
2. CONFIRMATION. In all other respects, the terms of the Make Well
Agreement are hereby confirmed.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as
of the date first above written.
/s/ Xxxxx X. Xxxxxx
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Xxxxx X. Xxxxxx, an individual
BANK OF AMERICA NATIONAL
TRUST AND SAVINGS
ASSOCIATION, as Administrative Agent
By: /s/ Xxxxxx Xxxxxxx
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Xxxxxx Xxxxxxx, Vice President
By executing this Amendment in the space provided below, the Borrower consents
to the terms hereof, and agrees that it shall not take any action which is in
contravention of the terms of the Make Well Agreement, as amended by this
Amendment.
HARD ROCK HOTEL, INC., a Nevada corporation
By: /s/ Xxxxx X. Xxxxxx
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Title: PRESIDENT
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