exv10w35xcy



 





EXHIBIT 10.35(c)





Second Amendment to Lease




     This Second Amendment to Lease (this “Amendment”) dated September 29, 2005 is
executed by and between Syufy Enterprises, L.P., a California limited partnership
(“Landlord”), and
Century Theatres, Inc., a California corporation (“Tenant”).



WITNESSETH:




     Whereas, Landlord and Century Theatres of Nevada, Inc. entered into a lease
dated August 1, 1997, as amended by (and incorrectly dated in) that certain First Amendment to
Lease dated April 15, 2005 (the “Lease”) for a motion picture building and related parking (the
“Premises”) located at Park Lane Mall, Reno, Nevada; capitalized terms used but not defined herein
shall have the meanings set forth in the Lease; and



     Whereas, Century Theatres, Inc., a California corporation, has succeeded
Century Theatres of Nevada, Inc., as Tenant; and



     Whereas, Century Theatres, Inc. has assumed all obligations of Century Theatres of
Nevada, Inc., as set forth in the Lease; and



     Whereas, the parties desire now to amend the Lease to revise and clarify
certain obligations between the parties, as hereinafter provided;



     Now, Therefore, the parties hereto mutually agree that the Lease shall be amended as
follows:



A. Surrender; No Demolition Obligation




     Notwithstanding anything to the contrary in the Lease, upon the expiration or earlier
termination of the Lease, Tenant shall have no obligation to demolish or pay Landlord to demolish
the improvements located on the Premises or to remove any surface debris therefrom.



 B. Miscellaneous




     1. This Amendment constitutes the entire understanding of the parties with respect to the
subject matter hereof and all prior agreements, representations, and understandings between the
parties, whether oral or written, are deemed null, all of the foregoing having been merged into
this Amendment.



     2. This Amendment to Lease is hereby executed and shall be effective as of the date first
written above. All other conditions of the Lease shall remain in full force and effect.



     3. This Amendment shall bind and inure to the benefit of Landlord and Tenant and their
respective legal representatives and successors and assigns.



     4. Each party hereby specifically represents and warrants that its execution of this Amendment
has been duly authorized by all necessary corporate or other action, and that this




 

	1	Century 16 Park Lane – Reno, NV








 









 





     Amendment
when fully signed and delivered shall constitute a binding agreement of such party
enforceable in accordance with its terms.



     5. The parties acknowledge that each party and/or its counsel have reviewed and revised this
Amendment and that no rule of construction to the effect that any ambiguities are to be resolved
against the drafting party shall be employed in the interpretation of this Amendment or any
amendments or exhibits to this Amendment or any document executed and delivered by either party in
connection with this Amendment.



     6. This
Amendment may be executed in counterparts each of which shall be
deemed an original and
all of which taken together shall constitute one and the same agreement.



     In Witness Whereof, Landlord and Tenant have executed this Amendment to be
effective as of the date first written above.



	 	 	 	 	 
	Syufy Enterprises, L.P.,

	 	Century Theatres, Inc.,	 	 
	a California limited partnership

	 	a California corporation	 	 
	“Landlord”

	 	“Tenant”	 	 
	 
	 	 	 	 
	/s/
Raymond Syufy
	 	/s/ Joseph Syufy	 	 
	 

Raymond Syufy,

	 	 

Joseph Syufy,
	 	 
	Chief Executive Officer

	 	Chief Executive Officer	 	 





 

	2	Century 16 Park Lane – Reno, NV