Sample Business Contracts

Management Agreement [Amendment] - Multimedia Games Inc. and Equipment Purchasing LLC

Sponsored Links


         THIS AMENDMENT (this "AMENDMENT") is made and entered into this 30th
day of September, 1997, by and between MULTIMEDIA GAMES, INC., a Texas
corporation ("MANAGER") 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
Management Agreement (the "MANAGEMENT AGREEMENT") whereby Manager agreed to
manage, operate and maintain certain MagaMania electronic player stations (the
"EQUIPMENT") located at the Chickasaw Nation bingo facility; and

         WHEREAS, Manager and Owner wish to amend the Management Agreement to
expand Manager's management, operation and maintenance responsibility's beyond
those machines located at the Chickasaw Nation bingo facility to include all
Equipment as may from time to time be purchased by Owner from Manager.

         NOW, THEREFORE, in consideration of the mutual promises and covenants
contained herein, the parties hereto, intending to be legally bound, agree as

         1. Recitals. The Recitals of the Agreement shall be deleted in their
entirety and revised as follows:

                  WHEREAS, Manager has entered into various agreements with
         Indian tribes to place MegaMania electronic player stations in their
         bingo facilities;

                  WHEREAS, Manager and Owner contemplate entering into one or
         more separate equipment purchase agreements (each a "Purchase
         Agreement") whereby Owner will purchase MegaMania electronic player
         stations from Manager (the "EQUIPMENT");

                  WHEREAS, Owner desires to have Manager manage, operate and
         maintain the Equipment.

                  NOW, THEREFORE, in consideration of the mutual promises and
         covenants contained herein, the parties hereto, intending to be legally
         bound, agree as follows:

         2. Repurchase Option. Article V shall be deleted in its entirety and
replaced with the following:

                  At any time during the Term, Manager shall have the option to
         repurchase the Equipment that is the subject of a separate Purchase
         Agreement, or any portion

<PAGE>   2
         thereof, from Owner, at a fair market price to be mutually agreed upon
         by Owner and Manager at the time of repurchase (the "OPTION PRICE"),
         provided that after giving effect to the payment of the Option Price
         and the receipt of Owner of all payments of the Owner Percentage with
         respect to such Equipment to the date of such payment, Owner shall have
         received an amount equal to one hundred percent (100%) of the purchase
         paid by Owner for such Equipment to be repurchased (the "PURCHASE
         PRICE") plus a twenty percent (20%) compounded rate of return on the
         Cash Amount paid with respect to such Equipment and a fourteen percent
         (14%) compounded rate of return on the Debt amount paid with respect to
         such Equipment.

         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

         (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.

                                       MULTIMEDIA GAMES, INC.

                                       By: _____________________________
                                       Name: ___________________________
                                       Title: __________________________

                                       EQUIPMENT PURCHASING L.L.C.

                                       By: Rio Grande Management Corp.

                                           By: _________________________
                                           Name:  Clifton Lind
                                           Title: President