Assignment of Management Agreement among Century Casinos, Inc., Focus Casino Consulting AG, and Century Resorts International Ltd.
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Summary
Century Casinos, Inc., Focus Casino Consulting AG, and Century Resorts International Ltd. have agreed to transfer all rights and obligations of an existing management agreement from Century Casinos, Inc. to its subsidiary, Century Resorts International Ltd. Century Resorts International will now be responsible for the agreement, and Century Casinos, Inc. guarantees to support and reimburse its subsidiary if it cannot fulfill its obligations. The assignment is effective as of January 1, 2005.
EX-10.146 3 exhibit10_146.htm EXHIBIT 10.146 Exhibit 10.146
ASSIGNMENT OF MANAGEMENT AGREEMENT
Parties to this Assignment Agreement
The parties to this Assignment Agreement are:
Century Casinos, Inc., a Delaware corporation (“Century” hereinafter);
Focus Casino Consulting AG (“FCC” hereinafter), a Swiss corporation; and
Century Resorts International Ltd. (“CRI” hereinafter), a Mauritius corporation and a 100% subsidiary of Century.
WITNESSETH THAT:
WHEREAS, Century and FCC have entered into a Management Agreement (“Agreement” hereinafter) in March 2001, with amendments entered into on October 11, 2001; and October 12, 2002; and March 29, 2004; and
WHEREAS, CRI is a subsidiary company of Century; and
WHEREAS, both Century and FCC desire to assign this Agreement from Century to CRI.
NOW THEREFORE, in consideration of the foregoing, of the mutual promises herein contained, and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound, agree as follows:
1. | Assignment |
The Agreement is assigned in all respects, with all rights and obligations, from Century to CRI. CRI accepts this assignment.
2. | Guarantee |
CRI will invoice Century, and Century will compensate CRI, for that portion of services under the Agreement that have been respectively will be performed by FCC for Century. Further, Century guarantees to CRI and FCC that it will reimburse and guarantee for CRI, in case CRI should not be able to fulfill any of its obligations from this assignment.
3. | Date of Assignment and Effective Date |
The date of this assignment shall be the date of the last signature. The date this assignment becomes effective in all respects shall be January 1, 2005
IN WITNESS WHEREOF, Century, CRI and FCC have duly executed this Agreement as of the day and year first above written.
FOR CENTURY RESORTS INTERNATIONAL LTD. | ||
By: | ||
//s// Richard Arlove | February 23, 2005 | |
Mr. Richard Arlove, Director | Date | |
//s// Vony Ramsamy | February 23, 2005 | |
Mr. Vony Ramsamy, Director | Date | |
FOR FLYFISH CASINO CONSULTING AG: | ||
By: | ||
//s// Werner Stocker | February 15, 2005 | |
Mr. Werner Stocker, Verwaltungsrat | Date | |
FOR CENTURY CASINOS, INC.: | ||
By: | ||
//s// Robert S. Eichberg | February 14, 2005 | |
Robert S. Eichberg, Director | Date | |
By: | ||
//s// Gottfried Schellmann | February 23, 2005 | |
Mag. Gottfried Schellmann | Date | |
Director and Member of | ||
Compensation Committee | ||
By: | ||
//s// Dinah Corbaci | February 15, 2005 | |
Dr. Dinah Corbaci, Director | Date | |
and Member of | ||
Compensation Committee |