HomeMy WebLinkAboutExhibit 186/12/2007 11:43 7015931480
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'his Exttasiorr of Term snd Amendment to Use Agreement (the "Amendment")
is entered into all of , 2007 between BAYFRONT PARK
MANAOEII NT TRUST, a limited agency and instrumentality of the City of Pliant
(the "Trust") and MIAMI STAR CASINO, LLC, a Florida limited liability comma►,
d/b/a Horizon's Edge Casino Cruises ("Horizon' for the purpose of extending the term,
and amending eertah provisions of that certain 1Jtic Agreement dated as of June 2S, 1997
between the 'Nast and Worizon, es EUCeessor in interest to Ba
amended by (i) Amendment to Use Agreement dated September
oM Ventures, (ID
26, 1997, (�
Amendment No. 2, dated 2001 and epprove4 by Resolution No. 01.8'19 adopted by the
City of Miami Commission on September 13, 2001, pi) Transfer, Assumption end
Corot tt Taltalear of Vac Agreement, dated Mil 23, 2000, (iv) Third Amendment
dated June 27, 2002, and (v) Amendment, Assignment arid Assumption of Vas
Agreement dated as of December 16, 2005 (collectively the "tine AgresTnenn.
WHEREAS, Trust and Horizon are parties to the Vac Agreement by virtue of
the Amendment, 'Assignment and Assumption of Use Agreement dated as o1 December
16, 2005 (tire "2005 Amendment, pursuant to which, among other things, Horizon
assumedthe ri and obligations of Conoord Cruises, inp. to the Use Agreement;
' WHEREAS, pursuant to the 2005 Amendment, Harian has the right to
terminate the a,sreement z the event that the taw authorizing padmtttucl Si:cilitias to odor
Las Vegas style slot machine wing in »ward results in a die of annualized
passenger count in any quarter of leas than 40,000, upon 60 days' prior written notice to
the Trust and
WEEREAS, the Use Agrecm mcnt expires on September 30, 2007 and Horizon
wishes to exercise its option to extend the teen for en additional period et five (3) your
out; the .condition tit Fee payable wider the Use Agreement be rtieducod and the
outing amount due for dock repairs be also reduced as herein, provided; and.
WHEREAS, Horizon claims that a reduction of the Fee and orate amount due for
dock reps are fair based on the adverse Impact that the riew pat lmuttiela facilities have
had on Horizon's businesses.
WHEREAS, the 2005 Amendment uontalns a scrivener's error in that it states that
the Agreement shall expire no later than Jane 25, 2012, when the coreot date le
September 30, 2QI2, which is the expiration date ot'tihe last cptiott term authorized in time
Use Agreement.
' A WHEREAS, the Trust deerne it to be in the heat interest of the public to retain
Horizon'a operations io Bayfront Park and the parties agree to extend the t
amend the Use Agreement. as herein proiidod. erm' Pl'd
• .� o s C14.0
63
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88112/2887 11:43 7015931488
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NOW
yahrahlMurders t THEREFORE,� i considerationo the prcmisets, and for other good and
Pt end surfieleney whereof is hereby eekuowledged, the
paitica hereto ague as follows:
•3•"" • Temp The Term of the Use Agreement is hereby extended for art additional term
• • of 5 ycers ommeracins on October 1, 2407 and ending September, 30, 2012.
2. : Sect;rm, 4 c. of the Use Agreement is herebyamended
annual Fees for the tree of t1 a Facility d to provide the
Extended Tee shall be 309,004, ,� the first Contract Year of the
di Feea shall be increased annual
commencing on the i day of the Bond Contreact Year of the Extended Terri by
an amount equa1 to 4% over the annual Fees paid during the preceding Contract
Year. The annual Fees shall be paid in eleven .(11) monthly installments, se
follows: (a) on October 1 of each Contract Year during the Extended Tenn,
Horizon shall pay to the Trust an amount equal to l/l2tbs of the atnormt of the
• 'annual Fees, and (b) the balance shell be paid in ten
commencing on the first day of November ] and thereafter a (10)equal lnstallrieach
month through end including August 1. on the first day of each
The first sentence of Section 44, of the Use Agreetacnt is hereby amended to
provide that commencing on October 1, 2007, Horizon wl11 a to the Additionel-Fees, + immt-s uallo S:0pay
vassal from the Facility(the "Gaming Passengers"),
nh a mist,
�
( $ in excess of 70,000
passengers pet' Contract Year (excluding the "Charitable sall&' es provided
below): Not later than the 101 day of each month commend
ing on October 1,
2007, and on the 10n day of each month thereafter -during tb Ext d d _.: Horizon shall submit to the Trust a monthly report certifying the
paser f or�n the previous month,. Except for the first sentence of Section 4. which
sp if ally modified in this paragraph, ali of the other pmvielcne of Section 4.d
remain
shell unchanged and in fUJ1 force and et bct.
3. the T tDThe Tfttst Roost fevm �reby �es to reduce the amount due by Horizon to
to the Trust t}� amount aback Repair �4'92 to g29,857.46. Horizon agrees to pay
apai by not later then October I, 2007,
4. rat 52,; Notwithstanding an
ything in the each pr y shall have the right to terminate this Agreement s �b g ent to the contrary,
per]► at Terser 90 de Y giving to the other
termination which shall ih no event be earlier than 90 notice a afterays the dateve date e
rouge. If Horizon, is the terminating p Y. it a hail can�ue to of the
amouttta due under this �,,pay to the Trust all
Agreement up to the effective dine of termination.
Within . days after the effeetive date of termination the Trust shell refund to
Triter the security deposit reduced by such motes retained or
icti by the
Trust to cure any monetery or non monetary default under the Use Agreement,
including specifically, but without limitation, the costs of ai
the Facilities eridior the seawall over Pad ,above normal wear drtngara . dam$ to
trrOccuIT1ant FTLDM_5245729.1
rnnacs sawn
on,. • nT Inn'/ ?T I Inn
Inn/nnr'•Tn 1. Vri 1 •'IL IT n-1T 1 \PI try\I I I"TM III I
.was . _ . •-- ... . • • _
0G/12/2007 11:43 7E1159314GO
GROOM CONSTRUCTION PAGE NAM
5, terms and conditions a the Use Except asea11y provided herein, an of the
and a and are hereby raiiiied and cox ed. ent, as amended, shall �cma� u11 force
6. Caggglaux This Amendment may be a eeuted. in an
each of whirls shall be dcemedeemedany number of counterparts,
Mena btit all of which together Agaconstitute but one in
strument
IN WITNESS WHEREOF, the parties hereto have executed this Amendment this
day of 2007,
t#oRizo t!
miam.i Star Casino, ac d/b/a
Horizon's Edge Casino Cruises
By Horizon's Edge Casino Crum, LLC,
its lV y iag Member
B
Them' horn, Manager
TRUST
Bayfront park Management Truant,
limited agency and instrumentality
of the
City of Miami
By:
Timothy F. Schmand,
Executive Director
Approved by the Cry of Miami pursuant to 'Resolution N. 07.
Attcat:
Priscilla A. Thompson, City Clerk
Approved As To Form and Correctness
Requirements
Jorge
City Attorney
's+oxr+verniThooclt i241719_1xs snnr l
By;
Pedro G. Her' Earaadez, elty IV1
Ate° Az To Insurance
LeeAan Brehm, Director
Risk Management