14. RELATED PARTY TRANSACTIONS

Expense Sharing and Related Party Receivables

On April 1, 2010, the Company entered into an agreement (the “Related Party ESA”) with a separate entity under common management (the “Related Party”) to share expenses such as office space, support staff, professional services, and other operating expenses. During the three and nine months ended September 30, 2022, the Company recorded a contra-expense of approximately $164,000 and $581,000, respectively, and during the three and nine months ended September 30, 2021, the Company recorded a contra-expense of $194,000 and $440,000, respectively, related to the reimbursement of general and administrative expenses as a result of the agreement.

Accounts receivable – related parties of approximately $854,000 and $928,000 at September 30, 2022 and December 31, 2021, respectively, represent the net realizable value of amounts owed to the Company by the Related Party, and includes approximately $809,000 receivable in connection with Related Party ESA, as well as approximately $45,000 receivable from advances made to the Related Party.

Amended and Restated Limited Liability Company Agreement

On June 7, 2022, the Company, through its wholly owned subsidiary, GVI, entered into the Second Amendment to the Amended and Restated Limited Liability Company Agreement of LVH Holdings, LLC (the “Amended LLC Agreement”). Pursuant to the Amended LLC Agreement, if LVH Holdings, Inc (“LVH”) does not execute a lease in connection with the development of a project in Las Vegas Nevada by December 31, 2022, LVH will be liquidated and dissolved. Upon dissolution, after discharge of all liabilities of LVH other than liabilities to its to its unitholders, establishment of a reserve as reasonably necessary to provide for contingent liabilities of LVH, and discharge of liabilities of LVH to the unitholders, not including unreturned capital, if there are insufficient assets to repay each unitholder’s unreturned capital, remaining assets (if any) will be distributed first to the Company, to repay its unreturned capital.

Further, the Amended LLC Agreement modifies the number, amount and timing of GVI’s additional capital contributions to LVH, as follows:

If each of the contributions described above is made timely, the Company will hold 1,980 LVH Units, representing 40% of the ownership of LVH, immediately after the Eighth Outside Date.