MEMORANDUM OF UNDERSTANDINGMemorandum of Understanding • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
THIS MEMORANDUM OF UNDERSTANDING (“Agreement”), is made on March 15, 2005, by and among the City of Evansville, Indiana acting by and through the Redevelopment Commission of the City of Evansville, Indiana, organized and operating under IC 36-7-14 (“Commission”), Aztar Indiana Gaming Company, LLC, a limited liability company, organized and existing under the laws of the State of Indiana (“Aztar Indiana”), and Aztar Corporation, a corporation organized and existing under the laws of the State of Delaware (“Guarantor”).
COLUMBIA PROPERTIES VICKSBURG, LLC LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation • Mississippi
THIS LIMITED LIABILITY COMPANY AGREEMENT is made and entered into as of January 23, 2003, by and among COLUMBIA PROPERTIES VICKSBURG, LLC, a Mississippi limited liability company (the “Company”), and the persons who have executed this Agreement or a counterpart hereof. The parties hereto, intending to be legally bound, agree as follows:
COLUMBIA PROPERTIES LAUGHLIN, LLC LIMITED LIABILITY COMPANY OPERATING AGREEMENTLimited Liability Company Operating Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation • Nevada
THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT is made and entered into as of January 3, 2007, by and among Columbia Properties Laughlin, LLC, a Nevada limited liability company (the “Company”) and Wimar OpCo, LLC (the “Member”). The parties hereto, intending to be legally bound, agree as follows:
LEASE SFERS REAL ESTATE CORP., S LIMITED PARTNERSHIP, an Arizona limited partnership Landlord AZTAR CORPORATION a Delaware corporation TenantManchester Mall Inc • October 17th, 2007 • Services-miscellaneous amusement & recreation
The Reference Page information is incorporated into and made a party of the Lease. In the event of any conflict between any Reference Page information and the Lease, the Lease shall control. This Lease includes Exhibits A through C, all of which are made a part of this Lease.
ContractManchester Mall Inc • October 17th, 2007 • Services-miscellaneous amusement & recreation
FOURTH AMENDMENT TO LEASE AGREEMENTLease Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
THIS FOURTH AMENDMENT TO LEASE AGREEMENT (“Fourth Amendment”), is made on March , 2006, and effective as of January 1, 2006, by and among the City of Evansville, Indiana (the “City”), acting by and through the Redevelopment Commission of the City of Evansville, Indiana, organized and operating under IC 36-7-14 (“Commission”), Aztar Indiana Gaming Company, LLC, a limited liability company, organized and existing under the laws of the State of Indiana (“Tenant”), and Aztar Corporation, a corporation organized and existing under the laws of the State of Delaware (“Guarantor”).
CONSENT AGREEMENTConsent Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
THIS CONSENT (“Consent”) is made on this 22 day of February, 2002, by and among THE GREENVILLE YACHT CLUB, a Mississippi corporation (the “Yacht Club”), JMBS CASINO, LLC, a Mississippi Limited Liability Company (“JMBS”), and GREENVILLE CASINO PARTNERS, L.P., a Mississippi Limited Partnership (“GCP”).
AMENDMENT NO. 1 dated as of May 29, 2007 (this “Amendment”), to the Credit Agreement dated as of January 3, 2007 (the “Credit Agreement”), among TROPICANA LAS VEGAS RESORT AND CASINO, LLC (formerly known as Wimar Landco, LLC), a Delaware limited...Credit Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation • New York
AMENDMENT NO. 1, CONSENT, WAIVER and AGREEMENT dated as of May 29, 2007 (this “Amendment”), to the Credit Agreement dated as of January 3, 2007 (the “Credit Agreement”), among TROPICANA ENTERTAINMENT, LLC (formerly known as Wimar OpCo, LLC), a...Waiver and Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation • New York
FOURTH AMENDMENT TO OFFICE LEASE AGREEMENT AZTAR CORPORATION BILTMORE FINANCIAL CENTER IOffice Lease Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
THIS FOURTH AMENDMENT TO LEASE (this “Fourth Amendment”) is entered into for reference purposes this 19th day of December, 2005, by and between: (a) EAST CAMELBACK ROAD, INC., a Florida corporation, successor-in-interest by assignment and assumption to SFERS Real Estate S Limited Partnership, an Arizona limited partnership (“Landlord”), as landlord; and (b) AZTAR CORPORATION, a Delaware corporation (“Tenant”), as tenant.
AMENDED & RESTATED OPERATING AGREEMENT of CENTROPLEX CENTRE CONVENTION HOTEL, L.L.C. (a Louisiana Limited Liability Company)Operating Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation • Louisiana
This Operating Agreement (this “Agreement”), dated as of October___, 2005, is by and between Centroplex Centre Convention Hotel, L.L.C., a Louisiana limited liability company (the “Company”), and CP Baton Rouge Casino, L.L.C., a Louisiana limited liability company and sole member of the Company (the “Member”).
AGREEMENTAgreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
The enclosed document is our Collective Bargaining Agreement with the Atlantic City Casino Industry. Our contract is the result of countless hours of hard work by members of UNITE HERE, Local 54 on your behalf, who served with honor on the biggest contract committee in the history of Local 54. Two generations of membership have negotiated, bargained and even engaged in strikes to improve the economic standards and working conditions for the Brothers and Sisters of UNITE HERE, Local 54 in Atlantic City. The 10,000 members who sacrificed everything in the 34 day strike of 2004 should be honored and remembered always. It was only through their strength and perseverance that such a great victory was won.
LEASE AGREEMENTLease Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
This Lease is entered into on November 7, 2006 by and between the City of Greenville, Mississippi, a municipal corporation, Lessor, acting by and through The City Council of Greenville, and JMBS Casino, LLC (“JMBS Casino”), a Mississippi limited liability corporation, with its principal place of business in Greenville, Mississippi, Lessee.
ContractManchester Mall Inc • October 17th, 2007 • Services-miscellaneous amusement & recreation
SECOND AMENDMENT TO DOCKAGE AGREEMENTDockage Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
THIS SECOND AMENDMENT TO DOCKAGE AGREEMENT (“Amendment”) is made and entered into on this, the 27th day of July, 1995, by and between THE GREENVILLE YACHT CLUB, a Mississippi corporation (hereinafter “Yacht Club”), and COTTON CLUB OF GREENVILLE, INC., d/b/a COTTON CLUB CASINO, a Mississippi corporation (hereinafter “Cotton Club”).
HOTEL LEASEHotel Lease • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation • Nevada
THIS CASINO LEASE (“Lease”) is made and entered into as of the 12th day of August, 2003 by and between CP Laughlin Realty, LLC, a Delaware limited liability company, as lessor (“Lessor”), and Columbia Properties Laughlin, LLC, a Nevada limited liability company, as lessee (“Lessee”), with reference to the following facts and objectives:
Maritime one building AMENDMENT OF LEASE UNITED STATES OF AMERICA LESSORS: ELISE C. ROSENTHAL, ROBERT M. ROSENTHAL, RUTH ROSENTHAL SILBE ISIDORE COHN, JR., M.D., STATE OF LOUISIANA IAN COHN, LAUREN COHN FOUROS and MARIANNEManchester Mall Inc • October 17th, 2007 • Services-miscellaneous amusement & recreation
ELISE C. ROSENTHAL, ROBERT M. ROSENTHAL, RUTH ROSENTHAL BELLBE, ISIDORE COHN, JR., M.D., IAN COHN, LAUREN COHN FOUROS and MARIANNE W. COHN (hereinafter called “LESSORS”) ; and
DOCKAGE AGREEMENTDockage Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
CP LAUGHLIN REALTY, LLC LIMITED LIABILITY COMPANY OPERATING AGREEMENTLimited Liability Company Operating Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation • Delaware
THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT is made and entered into as of November 30, 2003 by and between CP LAUGHLIN REALTY, LLC, a Delaware limited liability company (the “Company”) and CSC HOLDINGS, LLC (the “Member”). The parties hereto, intending to be legally bound, agree as follows:
OPERATING AGREEMENT FOR AZTAR INDIANA GAMING COMPANY, LLC Effective as of July 15, 1999Operating Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation • Indiana
THIS OPERATING AGREEMENT (“Agreement”) is made and entered into as of the 15th day of July 1999 (“Effective Date”), by and between Aztar Indiana Gaming Company, LLC, an Indiana limited liability company (“Company”), and Aztar Indiana Gaming Corporation, an Indiana corporation (“Member”), as the sole initial Member of the Company. The Company was organised as a limited liability company under the Indiana Business Flexibility Act, as amended, Ind. Code § 23-18-1-1 et seq. (“Act”). Certain defined terms used in this Agreement are set forth in Schedule I (Schedule of Definitions) attached hereto and made a part hereof. In consideration of the mutual covenants and agreements contained in this Agreement and other good and valuable consideration, and intending to be legally bound hereby, the undersigned parties hereby agree as follows:
COLLECTIVE BARGAINING AGREEMENT BETWEEN INTERNATIONAL UNION OF OPERATING ENGINEERS LOCAL 68-68A-68B, AFL-CIO AND TROPICANA CASINO AND RESORT Site: Atlantic City, NJ MAY 1, 2006 — APRIL 30, 2011Collective Bargaining Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
AGREEMENT made and entered into , by and between TROPICANA CASINO AND RESORT , Iowa Avenue and Boardwalk, Atlantic City, New Jersey, hereinafter referred to as “Employer,” “Casino,” or “Hotel,” and INTERNATIONAL UNION OF OPERATING ENGINEERS, LOCAL 68-68A-68B, AFL-CIO, 11 Fairfield Place, West Caldwell, New Jersey, hereinafter referred to as the “Union.”
AMENDMENT TO LEASE AGREEMENTLease Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
THIS FIRST AMENDMENT TO EVANSVILLE RIVERBOAT LANDING LEASE (“Amendment”) is made on December _______ , 2002, and effective as of December 1, 2001, by and among the City of Evansville, Indiana (“City”) acting by and through the Redevelopment Commission of the City of Evansville, Indiana, organized and operating under IC 36-7-14 (“Commission”), and Aztar Indiana Gaming Company, LLC, a limited liability company, organized and existing under the laws of the State of Indiana (“Aztar Indiana”), and Aztar Corporation, a corporation organized and existing under the laws of the State of Delaware (“Guarantor”). As used herein, the term “Local Government” refers to the City, and the Commission.
CENTROPLEX CENTRE CONVENTION HOTEL, L.L.C. FIRST AMENDMENT TO AMENDED & RESTATED OPERATING AGREEMENTOperating Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
This First Amendment to Amended & Restated Operating Agreement (the “Amendment”), is made and entered into as of January 3, 2007, by and among CENTROPLEX CENTRE CONVENTION HOTEL, L.L.C., a Louisiana limited liability company (the “Company”) and CP Baton Rouge, L.L.C. (the “Member”), who agree as follows:
THIRD AMENDMENT TO LEASE AZTAR CORPORATION BILTMORE FINANCIAL CENTER ILease • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
THIS THIRD AMENDMENT TO LEASE (this “Third Amendment”) is entered into for reference purposes this 4th day of August, 2003, by and between: (a) EAST CAMELBACK ROAD, INC., a Florida corporation (“Landlord”), successor-in-interest by assignment and assumption to SFERS Real Estate S Limited Partnership, an Arizona limited partnership (“SFERS”), as landlord; and (b) AZTAR CORPORATION, a Delaware corporation (“Tenant”), as tenant.
ASSIGNMENT OF YACHT CLUB DOCKAGE AGREEMENT AND LICENSE AGREEMENTClub Dockage Agreement and License Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
WHEREAS, Alpha Gulf Coast, Inc., a Delaware corporation (“Seller”) and Greenville Casino Partners, LP, a Mississippi limited partnership (“Purchaser”), have entered into an Asset Purchase Agreement dated December 17, 1997, (the “Agreement”); and
TAHOE HORIZON, LLC LIMITED LIABILITY COMPANY OPERATING AGREEMENTLimited Liability Company Operating Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation • Delaware
THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT is made and entered into as of June 7, 2006 by and between TAHOE HORIZON, LLC, a Delaware limited liability company (the “Company”) and WIMAR TAHOE CORPORATION (the “Manager” and the “Member”). The parties hereto, intending to be legally bound, agree as follows:
CHARTER PARTY FIRST AMENDMENTManchester Mall Inc • October 17th, 2007 • Services-miscellaneous amusement & recreation
On January 20, 1995, Caruthersville Riverboat Entertainment, Inc. a Missouri corporation, 207 Grandview Drive, Ft. Mitchell, KY 41017 (“Owner”) and Greenville Riverboat, LLC, a Mississippi limited liability company, 207 Grandview Drive, Ft. Mitchell, KY 41017 (“Charterer”) entered into a Charter Party Agreement. The parties wish to amend this agreement effective January 19, 2004, as follows:
AZTAR INDIANA GAMING COMPANY, LLC AMENDMENT NO. 2 TO OPERATING AGREEMENTOperating Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
This Amendment No. 2 to Operating Agreement (the “Amendment”), is made and entered into as of January 3, 2007, by and among Aztar Indiana Gaming Company, LLC, an Indiana limited liability company (the “Company”), and the parties who have executed this Agreement or a counterpart hereof agree as follows:
CHARTER PARTYCharter Party • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
This Charter Agreement is made as of January 20, 1995, between Caruthersville Riverboat Entertainment, Inc., a Missouri corporation, 207 Grandview Drive, Ft. Mitchell, Kentucky 41017 (“Owner”), and Greenville Riverboat, LLC, a Mississippi limited liability company, 207 Grandview Drive, Ft. Mitchell, Kentucky 41017 (“Charterer”).
COLUMBIA PROPERTIES TAHOE, LLC LIMITED LIABILITY COMPANY OPERATING AGREEMENTLimited Liability Company Operating Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation • Nevada
THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT is made and entered into as of April 19, 2005, by and among Columbia Properties Tahoe, LLC, a Nevada limited liability company (the “Company”) and Wimar Tahoe Corporation (the “Member”). The parties hereto, intending to be legally bound, agree as follows:
THIRD AMENDMENT TO DOCKAGE AGREEMENTDockage Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
THIS THIRD AMENDMENT TO DOCKAGE AGREEMENT (hereinafter “Third Amendment”) is made and entered into on this the 22nd day of December, 1997, by and between THE GREENVILLE YACHT CLUB, a Mississippi corporation (hereinafter “Yacht Club”); and ALPHA GULF COAST, INC., a Delaware corporation, d/b/a Bayou Caddy’s jubilee Casino (hereinafter “Alpha Gulf Coast”).
SECOND AMENDMENT TO HOTEL LEASEHotel Lease • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
The Second Amendment to the Hotel lease (Second Amendment) is entered into effective November 22, 2006 by and between CP Laughlin Realty, LLC, a Delaware limited liability company, as lessor (“Lessor”), and Columbia Properties Laughlin, LLC, a Nevada limited liability company, as Lessee (“Lessee”).
FIRST AMENDMENT TO SUBLEASE AGREEMENTSublease Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
THIS FIRST AMENDMENT TO SUBLEASE AGREEMENT (the “First Amendment”) is made and entered into effective as of July 1, 2003 by and between GREENVILLE RIVERBOAT, LLC, a Mississippi limited liability company (“Lessor”) and SARGASSO CORPORATION, a Kentucky corporation (“Lessee”). Lessor and Lessee are sometimes hereafter collectively referred to as the “Parties,” and “Party” shall mean either of them.
COLUMBIA PROPERTIES TAHOE, LLC FIRST AMENDMENT TO LIMITED LIABILITY COMPANY OPERATING AGREEMENTLimited Liability Company Operating Agreement • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation
This First Amendment to Limited Liability Company Operating Agreement (the “Amendment”), is made and entered into as of January 3, 2007 by and among COLUMBIA PROPERTIES TAHOE, LLC, a Delaware limited liability company (the “Company”) and WIMAR OPCO, LLC (the “Member”), who agree as follows:
AMENDED AND RESTATED MASTER AGREEMENT OF PURCHASE AND SALE BETWEEN THE MAYOR AND ALDERMEN OF THE CITY OF VICKSBURG, MISSISSIPPI AND COLUMBIA PROPERTIES VICKSBURG, LLC, A MISSISSIPPI LIMITED LIABILITY COMPANYMaster Agreement of Purchase and Sale • October 17th, 2007 • Manchester Mall Inc • Services-miscellaneous amusement & recreation • Mississippi
This Amended and Restated Master Agreement of Purchase and Sale (this “Agreement”) is made and entered into by and between THE MAYOR AND ALDERMEN OF THE CITY OF VICKSBURG, MISSISSIPPI (“City”), and COLUMBIA PROPERTIES VICKSBURG, LLC, a Mississippi limited liability company (“Columbia”).
