**Exhibit 10.48**

 

**THIRD ADDENDUM TO LEASE AND AGREEMENT - SPRING****1995(LOWER LOTS)**

 

This Third Addendum to Lease and Agreement – Spring 1995 (Lower Lots)(hereinafter referred to as this “Third Addendum”) is made effective the 22nd day of April,2003, between Andrianakos Limited Liability Company, a Colorado limitedliability company, the “Lessor,” and Isle of Capri Black Hawk, L.L.C., a Coloradolimited liability company, the “Lessee.”

 

**RECITALS****:**

 

WHEREAS, Andrianakos Limited Liability Company andAnchor Coin d/b/a Colorado Central Station Casino entered into that certainLease and Agreement – Spring 1995 (Lower Lots) dated August 15, 1995, asamended by Addendum to Lease and Agreement – Spring 1995 (Lower Lots) dated April 4,1996, and by Second Addendum to Lease and Agreement – Spring 1995 (Lower Lots)effective as of March 21, 2003 (hereinafter collectively referred to asthe “Lower Lot Lease”);

 

WHEREAS, Andrianakos Limited Liability Company and Anchor Coind/b/a Colorado Central Station Casino entered into that certain Spring 1995 –Amended and Restated Vacant Ground Lease For Parking Lot Purposes and Agreement (Upper Lot) dated August 15,1995 and Lease Addendum dated May 1, 2000 (hereinafter referred to as the “Upper Lot Lease”);

 

WHEREAS, Anchor Coin d/b/a Colorado Central StationCasino assigned the Upper Lot Lease to CCSC/Blackhawk, Inc. effective January 1, 2002 andCCSC/Blackhawk, Inc. d/b/a Colorado Central Station Casino and AndrianakosLimited Liability Company further amended the Upper Lot Lease by a Second Addendum toSpring 1995 – Amended and Restated Vacant Ground Lease for Parking Lot Purposesand Agreement (Upper Lot) dated effective April 22, 2003;

 

WHEREAS, Anchor Coin d/b/a Colorado Central Station Casinoassigned the Lease to CCSC/Blackhawk, Inc. effective January 1, 2002;

 

WHEREAS, CCSC/Blackhawk, lnc., assigned the Lower Lot Lease and theUpper Lot Lease and conveyed the real property described on Schedule 1 (the “Isle Real Property”) to Isle of Capri BlackHawk, L.L.C. immediately prior to the effectiveness of this Third Addendum;

 

WHEREAS, the parties desire to add additional realproperty, including but not limited to, the Isle Real Property to the Property, as suchterm is defined in the Lower Lot Lease (hereinafter referred to as the “LowerLot Property”), and to clarify the exact legal description of the property leased under the Lower Lot Lease; and

 

WHEREAS, the parties desire to otherwise amend and supplement the Lower Lot Lease asset forth herein.

 

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NOWTHEREFORE, be it agreed as follows:

 

**AGREEMENT****:**

 

1.                                       Contemporaneous with the effective date ofthis Third Addendum, the Lessee shall execute a Special Warranty Deed conveyingthe Isle Real Property to Lessor free and clear of any liens or encumbrancesexcept for easements, restrictions and covenants of record and shall deliversuch deed to Lessor.

 

2.                                       Notwithstanding any contrary provision of theLower Lot Lease or any amendments thereto, the parties agree that the Lower LotProperty, as the term “Property” is defined in the Lower Lot Lease (and whichshall mean and refer to the property demised under. the Lower LotLease as the “Lower Lot Property”), shall be the real property described on theattached Exhibit A,which is incorporated herein by this reference. All previous definitions of theProperty, as used in the Lower Lot Lease, are hereby deleted.

 

3.                                       The parties acknowledge that the totalmonthly rent under the Lower Lot Lease from and after April 1, 2003 (afteradjustment in accordance with this paragraph) is equal to $135,351.84, subjectto future adjustment pursuant to Paragraph A-5 of the Lower Lot Lease.

 

4.                                       Lessor acknowledges that persons who leaseproperty to entities involved in gambling, such as Lessee, are subject to theColorado Limited Gaming Act, C.R.S. §§ 12-47.1-101 et seq., as amended fromtime to time, and the regulations promulgated thereunder (collectively, the “Gaming Laws”), by the Colorado Limited Gaming ControlCommission (the “GamingCommission”) and theColorado Division of Gaming (the “Division”) (the Gaming Commission and Divisionhereinafter collectively are referred to as the “Gaming Authorities”). Lessor acknowledges that Lessor and persons associated with Lessor maybe required by the Gaming Authorities to submit financial, personal or otherinformation to the Gaming Authorities and/or file application(s) for adetermination of suitability, and if so required, Lessor agrees to submit, orcause to be submitted, such information and/or application(s), undergo suchinvestigation(s), and pay the cost of any such investigation(s). Lessor agreesto use reasonable efforts comply with the applicable provisions of the GamingLaws and any applicable orders of the Gaming Authorities.

 

5.                                       If at any time Lessee is required by theDirector of the Division by final non-appealable order (provided that an appealneed not be prosecuted beyond the Gaming Commission in order to be consideredfinal non-appealable), or by the Gaming Commission, to terminate the Lower Lot Leaseor to terminate the use of any of the Real Property, as hereafter defined,because of Lessor or any person associated with Lessor (a “Licensing Problem”), then, in addition to any other rights setforth in this Lease, Lessee shall have the right to purchase the Lower LotProperty and the Upper Lot Property as is defined in the Upper Lot Lease (the “UpperLot Property”) (the “Lower Lot Property” and the “Upper Lot Property” collectively referred to as the “Real Property”) from Lessor for a price equal to the Stream of Revenue Value, as defined in Paragraph 6 below. The closing of the purchase of the Real Property (the “Closing”)shall occur on the date designated by Lessee, but no sooner than fifteen (15)days and no later than

 

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onehundred and twenty (120) after Lessee gives written notice of its election topurchase the Real Property as a result of a Licensing Problem. Pending theClosing, Lessee shall continue to make all rental and other payments requiredby the Leases in a timely manner, unless prohibited from doing so by the GamingCommission or the Director as a result of the Licensing Problem. At the ClosingLessor shall deliver a special warranty deed for the Property, subject only to (a) thoseitems affecting the Real Property as of the date hereof, (b) real estatetaxes and assessments, and (c) such other items as may be hereafterconsented to by Lessee. In no event shall the Real Property be transferredsubject to any monetary liens imposed on the Real Property by Lessor. At theClosing Lessee shall pay the purchase price to Lessor in cash or certifiedfunds. If requested by Lessor, Lessee shall cooperate with Lessor (at no costor liability to Lessee) in a 1031 exchange of real property utilizing the RealProperty, but in no event shall Lessee be obligated to delay the purchase ofthe Real Property. The provisions of this paragraph and Paragraph 4 may beenforced by an action for specific performance, or any other remedies availableat law or in equity. It is hereby agreed and acknowledged that the Lower LotProperty may not be purchased by Lessee without Lessee also purchasing theUpper Lot Property

 

6.                                       The “Stream of Revenue Value” of theReal Property is defined as the previous twelve (12) months aggregate of gross rental income from the dateLessee gives written notice of its election to purchase the Real Propertypayable to Lessor under the Lower Lot Lease and the Upper Lot Lease divided by a number equal to the prime interestrate published by the *Wall Street Journal*on the date of the election to purchase theReal Property by Lessee, plus 2 points, but in no event less than 7% or morethan 9%. For illustration purposes only, if the aggregate gross rental for theprevious 12 months equals $2,000,000 and the prime rate equals 6%, the Streamof Revenue Value would equal $2,000,000 divided by 8% (prime rate plus 2) for atotal of $25,000,000.

 

7.                                       Lessor hereby consents to the assignment ofthe Lease to Lessee (without acknowledging that such consent is required), itbeing understood that such assignment will not relieve CCSC/Blackhawk, Inc.of any obligations under the Lease.

 

8.                                       As modified herein, all other terms andconditions of the Lease shall remain in full force and effect, and the Lease ishereby ratified and confirmed. This Addendum may be executed in counterparts.

 

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INWITNESS WHEREOF, each of the parties hereto has caused this Addendum to be executedby its duly authorized officers as of the date on page one.

 
| **LESSEE**                     | ** **            | **LESSOR**                            |
|--------------------------------|-----------------------|---------------------------------------|
| ** **                     | ** **            | ** **                            |
| Isle  of Capri Black Hawk, LLC | ** **            | Andrianakos Limited Liability Company |
|                           |                  |                                  |
|                           |                  |                                  |
| By:                            | /s/  Allan B. Soloman |                                  | By: | /s/ Ioannis Andrianakos |
|                           | Title:                | Allan  B. Soloman                     |   |   | Ioannis Andrianakos, Manager |
|                           |                  | Executive Vice President              |   |   |   |

 

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