EXHIBIT 10.10
FIRST AMENDMENT TO
SECOND FLOOR NON-GAMING SUBLEASE
THIS FIRST AMENDMENT TO SECOND FLOOR NON-GAMING SUBLEASE (the "First
Amendment"), dated as of February 7, 2002, is made by and between Jazz Casino
Company, L.L.C., a Louisiana limited liability company ("Sublessor") and JCC
Development Company, L.L.C., a Louisiana limited liability company
("Sublessee").
WHEREAS, Sublessor and Sublessee did enter into that certain Second
Floor Non-Gaming Sublease, dated on or around October 26, 1998 (the "Sublease");
WHEREAS, Sublessor did sublease to Sublessee the Premises as more fully
described therein;
WHEREAS, on or about March 28, 2001, the Mayor of the City of New
Orleans, the Rivergate Development Corporation and Sublessor executed the First
Amendment to Amended and Restated Lease Agreement;
WHEREAS, by Ordinance No. 20515 M.C.S., the City Council of New Orleans
approved this First Amendment and further authorized the Rivergate Development
Corporation to execute this First Amendment thereby acknowledging, accepting and
consenting to the changes more fully set forth herein;
NOW THEREFORE IN CONSIDERATION OF THE FOREGOING, and for other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
1. All capitalized terms utilized herein but not otherwise
defined herein have the meaning ascribed to them in the
Sublease.
2. Section 4.5 of the Sublease is hereby deleted in its entirety
and amended to read as follows:
"4.5 Sublessee shall be bound by and agree to all of the
terms, conditions, prohibitions and restrictions concerning
permitted uses contained in the Amended and Restated Lease
between JCC, City of New Orleans and the Rivergate Development
Corporation, and any amendments thereto, including but not
limited to section 8.1 and 8.4 thereof."
3. In the event of any conflict between any of the terms and
conditions of the Sublease and the First Amendment, the terms
and conditions of this Sublease shall prevail unless such
interpretation would render the provisions of this First
Amendment nugatory.
4. The effective date of this First Amendment is the date of
execution by all parties.
5. Except as specifically amended and stipulated herein, the
Sublease, together with each and every prior amendment,
extension and supplement thereto, continues uninterrupted in
full force and effect as to all of its terms and conditions,
which said Sublease, as further hereby amended, is hereby
ratified and confirmed in all respects.
THUS DONE AND EXECUTED by the undersigned parties as of the date first
herein set forth.
WITNESSES SUBLESSOR:
JAZZ CASINO COMPANY, L.L.C., A
LOUISIANA LIMITED LIABILITY COMPANY
/s/ [ILLEGIBLE] BY: /s/ L. XXXXXXX XXXXXX
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NAME: L. XXXXXXX XXXXXX
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/s/ XXXX X. XXXXXX TITLE: VICE PRESIDENT
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WITNESSES SUBLESSEE:
JCC DEVELOPMENT
COMPANY, L.L.C. A LOUISIANA
LIMITED LIABILITY COMPANY
/s/ [ILLEGIBLE] BY: /s/ L. XXXXXXX XXXXXX
------------------------------------ --------------------------------
NAME: L. XXXXXXX XXXXXX
------------------------------
/s/ XXXX X. XXXXXX TITLE: VICE PRESIDENT
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ACKNOWLEDGED BY AND CONSENTED TO
BY LANDLORD:
RIVERGATE DEVELOPMENT CORPORATION,
A LOUISIANA PUBLIC-BENEFIT CORPORATION
BY: /s/ XXXXX X. XXXXXXX
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NAME: XXXXX X. XXXXXXX
------------------------------------
TITLE: PRESIDENT
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HOTEL LANGUAGE
Landlord, City and Tenant hereby agree that it is in the best
interests of all said parties, and that the purposes of the Lease are best
served, if Tenant and/or its designee is able to utilize those certain parcels
of real property more fully described on Exhibit " " attached hereto (the
"Xxxxxx Property") for the anticipated development of a hotel, as authorized by
La. R.S. 27:243(C)(2), as may be amended from time to time. Landlord and City
acknowledge that the Xxxxxx Property is zoned CBD-1 and that a hotel is a
permitted use thereon. Landlord agrees to support, assist and cooperate with
Tenant and/or its designee in the approval process for development of a hotel on
the Xxxxxx Property. City also agrees, subject to any and all reviews or other
requirements of applicable local law, to support the development of a hotel on
the Xxxxxx Property.
