Six Flags Great America
RX TECHNOLOGY AGREEMENT
THIS RX TECHNOLOGY AGREEMENT is made as of this 1st day of April. 1998,
by and between SIX FLAGS AMERICA, a division of Six Flags Theme Parks Inc., a
Delaware Corporation, having offices at 542 North Route 21, Gurnee, IL ("Six
Flags') and RX Technology a corporation, having offices a P.O. Box 9112
Manderville, LA 70470 ("Lessee").
W I T N E S S E T H
WHEREAS, Six Flags owns, operates or manages the theme amusement facility
which is open to the general public and known as Six Flags Great America in
Gurnee (the "Park").
WHEREAS, RX Technology desires to operate a retail concession known as
R.X Technology (the "Concession") to sell photographs of guests riding "Shock
Wave, Eagle, Kiddie Coaster" (the "Goods") in the Park as set forth herein;
WHEREAS, Six Flags desires to grant RX Technology a license to operate
the Concession in the Park, subject to the terms and conditions set forth
NOW, THEREFORE, in consideration of the foregoing premises and the mutual
covenants contained herein, Six Flags and RX Technology agree as follows:
Subject to the provisions of this Agreement concerning termination.
Six flags grants RX Technology a license to operate the Concession in the Park
at such locations of the Park as is set forth on Exhibit A-I hereto during the
period of time (the "Term") commencing April 1, 1998 (the "Commencement Date")
and terminating at the end of the Park's 1999 operating season. In the event
that RX Technology meets or exceeds a year to date gross per capita two year
average of $.16 at the locations as set forth, an Exhibit A-I at the end of the
1999 operating season, the existing Agreement will be extended through the 2000
operating season (the "Termination Date".
A. Hours of Operation.
RX Technology agrees to operate the Concession during the
hours and days, including Sundays and holidays, that the Park is open for
business in accordance with schedules prepared by Six Flags which Six Flags may
modify in Six Flags' sole discretion at any time on twenty-four (24) hours
notice to RX Technology and such additional hours as are required by Six flags
(the "Operating Hours"). RX Technology acknowledges that Six Flags will suffer
great harm if RX Technology breaches the agreement set forth in this subsection,
the amount of which would be difficult to determine. Therefore, RX Technology
agrees to pay Six Flags liquidated damages of $50.00 for each Park operating day
that RX Technology opens the Concession thirty (30) minutes after the opening
time or the Park's Operating Hours and/or closes the Concession thirty (30)
minutes before the closing time of the Park's Operating Hours upon notice
thereof by Six Flags and such
liquidated damages amount shall be increased an additional $50.00 for each
successive violation of Park Operating Hours upon notice thereof by Six Flags,
up to a maximum liquidated damages amount or $500.00.
B. Approval of Goods.
RX Technology agrees to submit samples of all products
detailed plans, specifications, drawings and other information with respect to
Goods for sale to be made available to customers in the Park in connection with
the Concession, for Six Flags' approval in advance of sale of the same. RX
Technology agrees to make such changes to the Goods, at its sole cost and
expense, as Six Flags shall reasonably determine. RX Technology also agrees to
coordinate with the Park in coding each of RX Technology's Goods and inputting
the same in the cash register for tracking purposes. To the extent requested by
Six Flags, RX Technology shall comply with Six Flags' point of sale and other
information systems requirements.
C. Price of Goods.
(i) RX Technology agrees to submit to Six Flags for its
review and approval, a retail price list of all RX Technology's Goods for sale
to customers of the Park (the "Approved Price List") at least two (2) weeks
prior to Commencement Date or any proposed change in any previously approved
price list. RX Technology agrees to make changes to the Approved Price List as
Six Flags shall reasonably request. RX Technology shall be responsible for all
costs and expenses associated with production and printing of the Price List and
any changes thereto, and such costs shall not be deducted from Net Revenue (as
(ii) RX Technology agrees to make changes to the Approved
Price List (the "Revised Price List") at any time during the Term if the parties
mutually determine, that an adjustment is appropriate. RX Technology shall be
responsible for all costs and expenses associated with production and printing
of the Revised Price List, and such costs shall not be deducted from Net Revenue
(as hereinafter defined).
(iii) RX Technology agrees that it shall not make its Goods
available to any party free of charge or at a discounted price unless RX
Technology is engaging in sampling activities approved by Six Flags, etc.
Notwithstanding the foregoing, RX Technology agrees to offer such discounts on
its Goods as Six Flags shall require and as Six flags shall offer in locations
owned by Six Flags. RX Technology shall, at all times, charge customers,
including without limitation, family members, employees and business associates,
the price set forth on the Approved Price List for its Goods except as otherwise
expressly set forth herein.
D. Methods of Sale: Payment and Return Policies.
(i) The Goods shall be available for sale to customers of
the Park as follows: at point of purchase (each, a "Method of Sale"). A Method
of Sale shall be discontinued at the discretion of Six Flags.
(ii) The following forms of payment for RX Technology Goods
will be accepted: MasterCard, Visa, American Express and Discover credit cards
(collectively, the "Credit