Rental Pool Agreement [Amendment] - Multimedia Games Inc. and Equipment Purchasing LLC
AMENDMENT TO THE RENTAL POOL AGREEMENT
THIS AMENDMENT (this "AMENDMENT") is made and entered into this 30th
day of September, 1997, by and between MULTIMEDIA GAMES, INC., a Texas
corporation (the "COMPANY") and EQUIPMENT PURCHASING L.L.C., a Delaware limited
liability company ("OWNER").
W I T N E S S E T H:
WHEREAS, on June 30, 1997, Owner and Manager entered into a certain
Rental Pool Agreement (the "RENTAL POOL AGREEMENT") whereby the Company agreed
to assign to Owner two percent (2%) of the Adjusted Gross Revenue (as defined in
the Integrated Gaming Services Agreement Addendum attached thereto) it derived
from MegaMania electronic player stations placed at the Chickasaw Nation bingo
facility; and
WHEREAS, the Company and Owner wish to amend the Rental Pool Agreement
to provide for an assignment by the Company of Adjusted Gross Revenue derived
from MegaMania electronic player stations owned by Owner("EQUIPMENT") located at
other bingo locations under Gaming Services Agreements with other tribes (the
"GAMING SERVICES AGREEMENTS") and to allow for an increase in the amount of such
assignments to Owner.
NOW, THEREFORE, in consideration of the mutual promises and covenants
contained herein, the parties hereto, intending to be legally bound, agree as
follows:
1. Recitals. The Recitals of the Agreement shall be deleted in their
entirety and revised as follows:
WHEREAS, the Company has entered into various agreements with
Indian tribes to place MegaMania electronic player stations
("EQUIPMENT") in their bingo facilities in exchange for the Company
receiving a specified percentage of the Adjusted Gross Revenue (as
defined in the Integrated Gaming Services Agreement Addendum attached
as EXHIBIT "A") derived from use of the Equipment (the "COMPANY
REVENUE");
WHEREAS, the Company and Owner contemplate entering into
numerous equipment purchase agreements (the "PURCHASE AGREEMENTS") to
consummate Owner's purchase of Equipment from the Company (the "EP
EQUIPMENT");
WHEREAS, as additional consideration for Owner entering into
the Purchase Agreements, the Company shall grant Owner a percentage of
the Company Revenue.
NOW, THEREFORE, in consideration of the mutual promises and
covenants contained herein, the parties hereto, intending to be legally
bound, agree as follows:
<PAGE> 2
2. Adjusted Gross Revenue. Paragraph 2 shall be deleted in its entirety
and replaced with the following:
As partial consideration for Owner's purchase of the EP Equipment, the
Company agrees to assign as much of its Company Revenue received
pursuant to the Gaming Services Agreement related to the specific EP
Equipment as is necessary, or which the Company desires, to pay Owner's
monthly payment due the Company under the promissory note given by
Owner to the Company to purchase the specific EP Equipment and to pay
Owner's monthly payment due Graves Properties, Ltd. under the
promissory note given by Owner to Graves Properties, Ltd. to finance
purchase of the specific EP Equipment; provided, however, that no event
shall such amount received by Owner be less than two percent (2%) of
the Company Revenue (the "OWNER PERCENTAGE"). This assignment does not
assign the Company's right to a management fee as provided in the
Management Agreement between the parties of even date herewith (the
"MANAGEMENT AGREEMENT"). In the event the Company Revenue received from
the any particular tribe is modified for any reason, the parties agree
that they shall renegotiate the revenue percentages to be received by
both parties in good faith. Except for the assignment of the Company
Revenue as provided above, the Company shall have no obligation to make
payments to Owner.
3. Effect of Amendment Upon Agreements. Except as otherwise expressly
amended by this Agreement, all of the terms and provisions of the Agreements
shall be and remain in full force and effect.
4. Miscellaneous Provisions.
(a) No party shall assign this Agreement or any of its rights and
obligations hereunder without the prior written consent of the other parties
which consent shall not be unreasonably withheld.
(b) Nothing in this Agreement is intended to confer on any person other
than the parties hereto, and their respective successors and assigns, any
rights, remedies, obligations or liabilities under or by reason of this
Agreement.
(c) This Agreement may be executed in any one or more counterparts,
each of which will be deemed an original but all of which together will
constitute one and the same instrument.
(d) This Agreement shall be governed by the laws of the State of
Oklahoma without regard to the conflict of law rules thereof.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed and delivered by their duly authorized representatives on the day
first above written.
<PAGE> 3
MULTIMEDIA GAMES, INC.
By:
--------------------------------------
Name:
------------------------------------
Title:
-----------------------------------
EQUIPMENT PURCHASING L.L.C.
By: Rio Grande Management Corp.
By:
----------------------------------
Name: Clifton Lind
Its: President