92-1217 Elgin Riverboat Assignment and Assumption Michael C. Shindler
Vice President&General Counsel
,,
Hyatt Development Corporation
200 West Madison
Chicago, IL 60606 USA
Telephone: 312.750.1234
FAX: 312.750.8084
Private Line: 312.750.8435
May 17, 1993
Erwin W. Jentsch, Esq
CITY OF ELGIN
150 Dexter Court
Elgin, IL 60120-5555
RE: Elgin Riverboat Resort
Dear Mr. Jentsch:
Enclosed are a duplicate original of each of the • .signment and Assumption of
Development Agreement and the Disclosure Stateme t for your files. By a copy of
this letter and duplicates of the enclosures to Ms. Mec m, the City Clerk, I am asking
her to record receipt of these documents on behalf .f the City and, as indicated in
the Assignment, to maintain a copy for the City.
Thank you for your cooperation in this matter.
Very truly yours,
had P .1e
MCS/jsa
enclosures
cc: Dolan=.Mecum
Richard L. Schulze
Peter A. Simon
Dan Azark
Andrea Stern
ASSIGNMENT AND ASSU PTION
OF DEVELOPMENT AGRE MENT
THIS ASSIGNMENT AND ASSUMPTION OF D:VELOPMENT AGREEMENT is
entered into by and between ELGIN RIVERBOAT R SORT, a Nevada partnership
("Assignor") and RBG, L.P., an Illinois limited partnershi. ("Assignee") as of the 17th day
of December, 1992.
RECITALS
A) Assignor is a party, together with the Cit of Elgin, to that certain
Development Agreement dated as of June 2, , 1992 (the "Development
Agreement"), pursuant to which Assignor obtained certain rights and
undertook certain obligations with respect to real estate owned by the
City of Elgin in connection with Assignor s application to obtain a
riverboat gaming license from the State of I linois (the "Application").
B) Assignee has become a joint venture partne of Assignor, and Assignor
and Assignee jointly have filed the Application.
C) The City of Elgin has approved the assignm-nt of a 50% interest in the
Development Agreement by virtue of that certain "Resolution
Consenting to Elgin Riverboat Resort Partia Assignment to RBG, L.P.,
an Illinois Partnership, an Affiliate of Hyatt Development Corporation"
passed by the City Council of Elgin on Dec-mber16, 1992 (the "Elgin
Resolution").
D) Assignor and Assignee desire to execute a d deliver this Assignment
and Assumption of Development Agreeme t to effect the assignment
of a 50% interest in the Development Agre-ment and to comply with
the provisions of the Elgin Resolution.
NOW, THEREFORE, the parties hereby agree as follows:
1) Assignor hereby assigns to Assignee 50% of its right, title and interest
in and to the Development Agreement.
2) Assignee hereby assumes 50% of the Assio nor's obligations under the
Development Agreement.
3) The parties agree that they shall be jointl and severally liable for all
obligations to the City of Elgin arising under the Development
Agreement, and each agrees to indemnify .nd hold the other harmless
from any and against all cost, liability, dam:ge, obligation or expense
in excess of each party's respective 50°. share, including, without
limitation, reasonable attorneys' fees, arisi g out of the Development
Agreement.
4) This Assignment and Assumption of Development Agreement shall be
binding upon and inure to the benefit of the parties hereto, their
successors and assigns, and shall be governed by and construed in
accordance with the laws of the State of Illinois.
5) This Assignment and Assumption of Development Agreement is
expressly intended to comply with the terms of the Elgin Resolution
consenting to this assignment as requested by the parties.
6) The parties shall file a fully executed original or duplicate copy of this
Assignment and Assumption of Development Agreement with the City
Clerk of the City of Elgin. This Assignment and Assumption of
Development Agreement may be relied upon by the City of Elgin in
enforcing the terms of the Development Agreement.
7) This Assignment and Assumption of Development Agreement is
executed on May 14, 1993, but is and shall be deemed to be effective
as of December 17, 1992.
IN WITNESS WHEREOF, the parties hereto have executed this Assignment and
Assumption of Lease as of the date first above written.
ASSIGNOR:
ELGIN RIVERBOAT RESORT,
an Illinois partnership
By: Diamond. old Inc.,
::e1;c0r
ora •.�
Peter A. Simon II
President
ASSIGNEE:
RBG, L.P.,
an Illinois Ii ited partnership
By: HCCA Corporation,
a Del. . f orp io
its Ge art -r
By:
i ad L. chulze ,114
' ice Presid nt
DISCLOSURE OF INTE ,' EST
WHEREAS, RBG, L.P., an Illinois limited •artnership, an affiliate of Hyatt
Development Corporation, has received an assignment •b Elgin Riverboat Resort of fifty
percent (50%) of the interest of Elgin Riverboat R sort in a certain development
agreement between it and the City of Elgin in which cert.•n real property of the City is the
subject of an option to lease; and
WHEREAS, the corporate authorities of t e City of Elgin have heretofore
consented to said assignment subject to the written disci a sure of owners and beneficiaries
and shareholders of any entity having an interest thereu der.
NOW, THEREFORE, the undersigned, u der oath, hereby state that the
following persons, individually or through corporations, partnerships, or trusts, have an
interest in the development agreement:
Jay A. Pritzk-r
Thomas J. P i'tzker
Marshall E. isenberg
Harold S. H.ndelsman
Richard L. S hulze
Carl LaMell
Mark Hopla azian
Douglas G. I eoga
Penny S. Pri .ker
RBG, L.P.
an Illinois li 't d .artnership
By: HCCA i' r ►ra I
By: 'Ir
�
•. hard L. chulze
e Presid nt
Subs and om to before me o F F c
this J day of , 1993. A I s E A L
JoAnn P Kr-d,1
. n _ NOTARY RSC
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