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Exhibit
10.32
SECOND AMENDMENT TO BERTH
RENTAL AGREEMENT
THIS SECOND
AMENDMENT TO BERTH RENTAL AGREEMENT is executed this 13th day of
August, 1996, by and between BILOXI PORT COMMISSION
(“Commission”) and RIVERBOAT CORPORATION OF MISSISSIPPI
(“Riverboat”);
W I T N E S S E T H
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WHEREAS, Coastal
Cruise Lines, Inc. (“Coastal”) and Commission executed
a Berth Rental Agreement dated July 6, 1990 (the “Berth
Rental Agreement”); and
WHEREAS, with the
consent of the Commission, Coastal assigned all its right, interest
in, to and under the Berth Rental Agreement to Riverboat by
assignment dated May 12, 1992; and
WHEREAS, the Berth
Rental Agreement was amended and restated pursuant to the terms of
the Amendment and Restatement of Berth Rental Agreement dated
May 12, 1992 (the “Amendment and Restatement of Berth
Rental Agreement”); and
WHEREAS, Riverboat
has since changed the location of its vessel and the parties desire
to execute this agreement for the purpose of substituting the new
legal description showing the location of the vessel.
NOW, THEREFORE, the
parties agree as follows:
1. Section 1
of the Amendment and Restatement of Berth Rental Agreement is
hereby amended to read as follows:
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“1.
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Berth
Rental Agreement. Commission hereby leases to Riverboat and
Riverboat hereby leases from Commission, for berth space, all the
areas, including the bulkhead, located within Port Cadet Marina,
Biloxi, Mississippi on the property described as
follows:
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Commence at
the point of intersection of the South margin of US Highway 90
Service Drive with the West line of Lot 4, Block 5, Summerville
Addition to the City of Biloxi, Harrison County, Mississippi, if
said West line were extended South; thence run South 0 degrees
20’05” East, along said extended West line of Lot 4,
for a distance of 700.06 feet to a point; thence run South 89
degrees 39’55” West, for a distance of 57.23 feet to
the POINT OF BEGINNING, said point being on the face of an existing
concrete seawall; thence run along the face of said seawall the
following bearings and distances, to wit; South 46 degrees
39’41” East, 48.30 feet and South 0 degrees
12’02” East, 157.10 feet to a point; thence run South
88 degrees 27’59” West, for a distance of 201.76 feet
to a
point on the face
of an existing concrete seawall; thence run along the face of said
seawall the following bearings and distances, to wit; North 0
degrees 02’42” West, 381.60 feet; South 87 degrees
59’48” East, 8.08 feet; North 01 degree
43’44” West, 14.93 feet; North 44 degrees
25’23” East, 18.43 feet; North 89 degrees
30’00” East, 27.46 feet; South 44 degrees
33’46” East, 18.49 feet; South 0 degrees
07’32” West, 14.79 feet; North 89 degrees
36’36” East, 43.68 feet; South 0 degrees
07’36” East, 186.85 feet and North 89 degrees
31’04” East, 61.30 feet to the POINT OF BEGINNING,
containing 59,069 square feet, or 1.36 acres,
approximately.
The berthing area
shall be used by Riverboat to dock one or more of its vessels on
which dockside gaming facilities, including entertainment and
ancillary activities, may be operated as well as for any other
lawful purposes.”
2. All other
provisions of the Amendment and Restatement of Berth Rental
Agreement shall remain the same.
IN WITNESS WHEREOF,
the parties hereto have executed this agreement on the day and year
first above written.
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WITNESSES:
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BILOXI
PORT COMMISSION
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Larry Manuel
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By:
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/s/
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Linda Lambert
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Sherman
Canaan, President
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Attest:
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/s/ Laddie
Ween
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Secretary
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WITNESSES:
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RIVERBOAT CORPORATION OF
MISSISSIPPI,
a Mississippi
corporation
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By:
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/s/ Allan
B. Solomon
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Allan B. Solomon
Executive Vice
President
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2
THIRD AMENDMENT TO
BERTH RENTAL AGREEMENT
THIS THIRD
AMENDMENT TO BERTH RENTAL AGREEMENT is executed this 14
th day of December, 1999, by and between BILOXI
PORT COMMISSION (“Commission”) RIVERBOAT CORPORATION
OF MISSISSIPPI (“Riverboat”).
W I T N E S S E T H
:
WHEREAS, Coastal
Cruise Lines, Inc. (“Coastal”) and Commission executed
a Berth Rental Agreement dated July 6, 1990 (the “Berth
Rental Agreement”); and
WHEREAS, with the
consent of Commission, Coastal assigned all its right, interest in,
to and under the Berth Rental Agreement to Riverboat by assignment
dated May 12, 1991; and
WHEREAS, the Berth
Rental Agreement was amended, and restated pursuant to the terms of
the Amendment and Restatement of Berth Rental Agreement dated
May 12, 1992 (the “Amendment and Restatement of Berth
Rental Agreement”); and
WHEREAS, Riverboat
changed the location of its vessel and the parties executed a
Second; Amendment to Berth Rental Agreement for the purpose of
substituting a new legal description showing the location of the
vessel; and
WHEREAS, Riverboat
has purchased a new vessel and needs to enlarge the area leased
under the Berth Rental Agreement to include the areas shown on the
plot plan attached hereto as Exhibit A and incorporated by
reference herein; and
WHEREAS, Riverboat
desires to use the air rights above where the support column is to
be constructed for the proposed podium in the area shown on the
plot plan attached hereto as Exhibit A and incorporated by
reference herein.
NOW, THEREFORE, in
consideration of the agreements, representations, warranties and
covenants in the Berth Rental Agreement, the parties agree as
follows:
1. Modification
of Legal Description . On and subject to the terms and
conditions herein and under the terms and conditions of the Berth
Rental Agreement, which are expressly incorporated herein as if set
out in full, the parties agree that the property leased pursuant to
the Berth Rental Agreement is fully and accurately described in
Exhibit B -1999 - Berth, which is attached hereto, along with the
air rights above the property described in Exhibit C. Air Rights,
which is attached hereto (the “Leased
Premises”).
2. Annual
Rent. Section 3 of the Amendment and Restatement of Berth
Rental Agreement is hereby amended to read as follows:
3.
Rent . Upon opening of the new vessel, the annual rent due
and payable during the term of this Agreement shall be the greater
of $750,000.00 (the “Annual Base Rent”) or 1% of the
gross monthly gaming revenues received by Riverboat from its
operations as the Berthing Area, net of the state and local gaming
taxes due and payable by Riverboat. The annual rent shall be
payable in equal monthly installments in arrears beginning on the
first day of each calendar month during the term hereof and
continuing on the same day of each and every calendar month
thereafter. If the State of Mississippi hereafter shall impose any
tax or rent on wetlands and/or public trust tide tideland areas for
which Riverboat shall be obligated to make payment, the annual rent
due and payable by Riverboat hereunder shall be reduced as of the
date on which payment of such tax shall become effective
b
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