AMENDMENT NO. 2 TO JOINT VENTURE AGREEMENT OF VICTORIA PARTNERS
This Amendment No. 2 to Joint Venture Agreement of Victoria
Partners (the "Amendment"), dated as of September 25, 1995, is
entered into with reference to the Joint Venture Agreement of
Victoria Partners, dated as of December 9, 1994, as amended by
Amendment No. 1 thereto dated as of April 17, 1995 (as so
amended, the "Joint Venture Agreement"), by and between MRGS
Corp., a Nevada corporation ("MR Sub"), and Gold Strike L.V., a
Nevada general partnership ("Gold Strike"). Capitalized terms
used but not defined in this Amendment are used with the meanings
set forth for such terms in the Joint Venture Agreement.
PREAMBLE
WHEREAS, MR Sub and Gold Strike desire to amend certain
terms and provisions of the Joint Venture Agreement as provided
herein, and in all other respects to confirm the terms and
provisions of the Joint Venture Agreement.
NOW, THEREFORE, MR Sub and Gold Strike agree as follows:
1. AMENDMENT TO SECTION 4.1. The fourth sentence of
Section 4.1 of the Joint Venture Agreement is amended to read in
its entirety as follows:
"In any event, without the approval of each Venturer,
the aggregate principal amount of Construction Financing and
all other Joint Venture indebtedness outstanding at any time
shall not exceed $210,000,000."
2. CONFIRMATION. In all other respects, the terms and
provisions of the Joint Venture Agreement are hereby confirmed
and shall remain unchanged and in full force and effect.
IN WITNESS WHEREOF, the parties have executed this Amendment
as of the date first above written.
MRGS CORP., a Nevada corporation
By: XXXXXX X. XXX
__________________________________________
Xxxxxx X. Xxx
Chief Financial Officer
GOLD STRIKE L.V., a Nevada general partnership
By: M.S.E. Investments, Inc., a Nevada corporation
Title: General Partner
By: XXXXXXX X. XXXXXX
__________________________________________
Xxxxxxx X. Xxxxxx
President
Exhibit 10.4