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EXHIBIT 10.24
SUBLEASE
THIS SUBLEASE (hereinafter "Sublease"), is entered into this 30th day
of December, 1998, by and between KMM PARKING, LLC, a Colorado limited liability
company (hereinafter "Sublessee"), and CONCORDE CRIPPLE CREEK, INC., a Colorado
corporation (hereinafter "Sublessor").
W I T N E S S E T H:
WHEREAS, pursuant to the terms and conditions of that certain lease
dated December __, 1998, a copy of which is attached hereto as Exhibit A (the
"Prime Lease"), DAKOTA/BLACKHAWK, LLC, a Colorado limited liability company
(hereinafter "Prime Landlord"), did lease to Sublessor as tenant, certain
premises in the City of Blackhawk, State of Colorado, and more particularly
described in the Prime Lease, on the terms and conditions contained therein; and
WHEREAS, Sublessor desires to sublease a portion of those premises to
Sublessee, and Sublessee desires to sublease from Sublessor a portion of the
premises leased by Sublessor, all on the terms and conditions as forth below;
NOW, THEREFORE, in and for consideration of the demise and the mutual
covenants set forth below, the parties do hereby agree as follows:
1. Term. Sublessor subleases to Sublessee, and Sublessee hereby
subleases from Sublessor, for a term commencing the ____ day of _____________,
19__ and terminating on the earlier to occur of (a) termination of the Prime
Lease for any reason, (b) the date on which a certificate of occupancy is
obtained for the parking garage which is to be built within the KMM Parking
Garage Minor Subdivision, City of Black Hawk, State of Colorado, or (c) the ____
day of ___________, 20__, those certain premises described on Exhibit B attached
hereto and made a part hereof (the "Sublease Premises"). If for any reason
Sublessor is unable to deliver possession of the Sublease Premises to Sublessee
in accordance with the foregoing, then, notwithstanding the foregoing,
Sublessee's right to occupy the Sublease Premises shall be delayed until
Sublessor is able to obtain possession of the Sublease Premises.
2. Terms of Use. The Sublease Premises shall be used solely as a
parking lot for temporary, unstructured parking for up to fifty (50) cars, and
shall comply with the purposes set forth in Section 3 of the Prime Lease. The
Sublease Premises shall be used for no other purpose without the express written
consent of Sublessor. Sublessee shall not commence any construction of
improvements on the Sublease Premises without Sublessor's prior written
approval. Sublessee shall not use or permit the use of the Sublease Premises in
any manner that will tend to create waste or nuisance; provided that the
permitted uses set forth in this Section 2 shall not be deemed to be a waste or
nuisance. Upon termination of this Lease, the Premises shall be returned to
Landlord in good, usable condition, normal wear and tear excepted.
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Sublessee shall pay any personal property taxes assessed on, or any portion of
such taxes attributable to Sublessee's personal property located on the
Subleased Premises.
3. Rent. There shall be no rent paid by Sublessee to Sublessor
hereunder during the term of this Lease.
4. Indemnification. Sublessee shall indemnify and hold Sublessor and
Prime Landlord harmless from and against all losses, costs, damages, expenses
and liabilities, including but not limited to reasonable attorneys' fees, which
Sublessor or Prime Landlord may incur or pay out by reason of any injuries to
person or damage caused in whole or in part by the wrongful or negligent acts or
omissions of Sublessee, its agents, employees or invitees, or by reason of any
breach or default under the Prime Lease or hereunder on Sublessee's part.
5. Insurance. Sublessee shall maintain liability insurance insuring
Sublessor, Prime Landlord and Sublessee, against injury to person or property
upon the Sublease Premises, and shall deliver a certificate of such insurance to
Sublessor prior to commencement of the term of this Sublease. The insurance
certificate shall be in an amount and in a form reasonably satisfactory to
Sublessor, shall in all cases conform to the requirements of Section 9 of the
Prime Lease, shall name Sublessor as an additional insured, and shall provide
that the insurance certified cannot be canceled without at least thirty (30)
days' prior written notice to Sublessor and Prime Landlord.
6. Default and Remedies. Any (a) failure by Sublessee to perform or
observe any of its covenants or obligations under this Sublease, or (b) default
under the Prime Lease, shall, with respect to Sublessee's acts or omissions, be
deemed a Default by Sublessee hereunder. In the event of a Default by Sublessee
under this Sublease, Sublessor shall be entitled to all of the rights and
remedies set forth in the Prime Lease as if the Sublessor were the Landlord and
the Sublessee the Tenant thereunder, as well as any other rights or remedies
available to Sublessor under applicable statutory or common law.
7. Notice to Prime Landlord. Pursuant to Section 14 of the Prime Lease,
Sublessor and Sublessee shall jointly notify the Prime Landlord of this
Sublease.
8. Binding Effect. Subject to Section 9 below, this Sublease shall
apply to and bind the respective successors and assigns of the parties hereto,
but this paragraph shall not be construed as a consent to any additional
assignment or subletting by the Sublessor or the Prime Landlord, or a waiver of
any rights whatsoever by the Prime Landlord.
9. No Assignment or Subletting. Subject to any limitations under the
Prime Lease, this Sublease may be assigned or sublet by Sublessee upon the
written approval of Sublessor, which approval shall not be unreasonably withheld
or delayed; provided, however, that Sublessee shall, upon notice to Sublessor,
be permitted to sublet the Sublease Premises to Elevation 8000+ LLC
("Elevation") without Sublessor's consent.
10. Interpretation. Words of one gender shall include all genders, and
words of the singular shall include the plural, and the plural the singular,
unless the context otherwise requires. The captions are for ready reference
purposes, and are not intended to limit or modify the provisions hereof.
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11. Recording. This Sublease may be recorded by either Sublessee or
Sublessor.
12. Notices. Notices shall bed given as provided in the Prime Lease.
Sublessor's and Sublessee's addresses for notices shall be as follows:
Sublessor: KMM Parking, LLC
0000 Xxxxxxxxxxx Xxxxxx, #000
Xxxxxx, Xxxxxxxx 00000
Attn: Xxxxxx Xxxxxxx
Phone: (000) 000-0000
Fax: (000) 000-0000
With a copy to: Xxxxxxxxxx Hyatt Xxxxxx & Xxxxxxxxxx, P.C.
000 00xx Xxxxxx, 00xx Xxxxx
Xxxxxx, XX 00000
Facsimile No.: (000) 000-0000
Attn: Xxxxxx X. Xxxxxx, Esq.
Sublessee: Concorde Cripple Creek, Inc.
0000 Xxxx Xxxxxx
Xxxxx Xxxx, XX 00000
Facsimile No.: (000) 000-0000
13. Golden Gates Casino. Sublessor agrees that this Sublease is
intended to benefit the Golden Gates Casino located on the Golden Gates Casino
Minor Subdivision, City of Blackhawk, State of Colorado (the "Casino").
Sublessee is currently entitled to occupy the Casino pursuant to a lease with
Elevation (the "Lease"). In the event that Sublessee's right to occupy the
Casino under the Lease or otherwise is canceled or terminated, the rights of the
Sublessee hereunder shall inure automatically to Elevation upon notice to
Sublessor.
14. Acceptance of Premises. Sublessee has inspected the Sublease
Premises and hereby accepts the same in its present "as is" condition, with the
exception of its surface, insofar as Sublessor agrees to pave the Sublease
Premises when weather permits in 1999 and to spread crushed asphalt prior
thereto if parking on the Sublease Premises begins before pavement. Sublessor
makes no warranty, express or implied, as to the fitness, liability, workmanship
or other condition of the Sublease Premises. All alterations and improvements to
the Sublease Premises shall be subject to Landlord's and Sublessor's prior
written consent pursuant to the terms and provisions of the Prime Lease and
shall be at Sublessee's sole cost and expense.
15. Governing Law. This Sublease shall be governed by and construed in
accordance with the laws of the State of Colorado.
16. Entire Agreement. This Sublease contains the entire agreement
between the parties and no agreement shall be effective to change, modify or
terminate this Sublease in whole or in part unless such agreement is in writing
and duly signed by the parties hereto.
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17. Counterparts. This document may be executed in multiple
counterparts, any one of which need not contain the signature of more than one
party, but all of which counterparts, taken together, shall constitute one and
the same agreement. Signatures may be exchanged by telecopy, with original
signatures to follow. Each party shall bed bound by his or its own telecopied
signature and shall accept the telecopied signature of the other parties herein.
IN WITNESS WHEREOF, the parties hereto have executed this instrument on
the date first above written.
SUBLESSOR: SUBLESSEE:
KMM PARKING, LLC CONCORDE CRIPPLE CREEK, INC.
a Colorado limited liability company a Colorado corporation
/s/ Xxxxxx X. Knudseon By: /s/ Xxxxx X. Xxxx
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Xxxxxx X. Xxxxxxx, its Manager Its: President
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