Coast Resorts Inc Sample Contracts

INDENTURE
Coast Resorts Inc • May 28th, 1999 • Hotels & motels • New York
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RECITALS
Security Agreement • March 31st, 1998 • Coast Resorts Inc • Hotels & motels • Nevada
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1 EXHIBIT 10.45 COAST HOTELS AND CASINOS, INC. COAST RESORTS, INC. 9 1/2% SENIOR SUBORDINATED NOTES DUE 2009 PLACEMENT AGREEMENT March 18, 1999
Coast Resorts Inc • May 28th, 1999 • Hotels & motels • New York
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EXHIBIT 10.46 REGISTRATION RIGHTS AGREEMENT Dated March 23, 1999
Registration Rights Agreement • May 28th, 1999 • Coast Resorts Inc • Hotels & motels • New York
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EXECUTION LOAN AGREEMENT
Loan Agreement • May 28th, 1999 • Coast Resorts Inc • Hotels & motels • California
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ISSUER
Coast Resorts Inc • May 28th, 1999 • Hotels & motels • New York
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Section Caption --------------------------------------------------------------- ------------------- 1.5 Insurance --------------------------------------------- ------------------------------------- 1.6 Condemnation ------------------------...
Security Agreement • May 28th, 1999 • Coast Resorts Inc • Hotels & motels
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AGREEMENT ---------
First Supplemental Indenture • February 7th, 2001 • Coast Resorts Inc • Hotels & motels
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EXHIBIT 4.5 REGISTRATION RIGHTS AGREEMENT Dated February 2, 2001
Registration Rights Agreement • February 7th, 2001 • Coast Resorts Inc • Hotels & motels • New York
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EXHIBIT 10.16 COAST HOTELS AND CASINOS, INC. COAST RESORTS, INC. 9 1/2% SENIOR SUBORDINATED NOTES DUE 2009 PLACEMENT AGREEMENT January 23, 2001
Coast Resorts Inc • February 7th, 2001 • Hotels & motels • New York
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Contract
Credit Agreement • October 9th, 2003 • Coast Casinos Inc • Hotels & motels • California

Exhibit 10.34 AMENDED AND RESTATED CREDIT AGREEMENT Dated as of September 26, 2003 among COAST HOTELS AND CASINOS, INC. as the Borrower, The Lenders, Co-Syndication Agents, Documentation Agent, Co-Agent referred to herein and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender, and L/C Issuer BANC OF AMERICA SECURITIES, LLC and WELLS FARGO BANK, NATIONAL ASSOCIATION Joint Lead Arrangers and Joint Book Managers TABLE OF CONTENTS

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ISSUER
Indenture • March 31st, 1998 • Coast Resorts Inc • Hotels & motels • New York
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AMENDMENT TO STOCK PLEDGE AND SECURITY AGREEMENT
Stock Pledge and Security Agreement • May 28th, 1999 • Coast Resorts Inc • Hotels & motels
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AMENDMENT TO COLLATERAL ASSIGNMENT
Collateral Assignment • May 28th, 1999 • Coast Resorts Inc • Hotels & motels
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AGREEMENT ---------
Second Supplemental Indenture • February 7th, 2001 • Coast Resorts Inc • Hotels & motels • Coast
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AMENDMENT TO UNSECURED INDEMNITY AGREEMENT
Unsecured Indemnity Agreement • May 28th, 1999 • Coast Resorts Inc • Hotels & motels
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Contract
And Restated Security Agreement • October 9th, 2003 • Coast Casinos Inc • Hotels & motels • California

Exhibit 10.36 AMENDED AND RESTATED SECURITY AGREEMENT (Coast Casinos) This AMENDED AND RESTATED SECURITY AGREEMENT (“Agreement”), dated as of September 26, 2003, is made by Coast Casinos, Inc., a Nevada corporation (“Grantor”), in favor of Bank of America, N.A., as Administrative Agent under the Credit Agreement hereafter referred to (in such capacity, “Administrative Agent”), and in favor of each of the Lenders therein named (collectively referred to herein as “Secured Party”), with reference to the following facts: RECITALS A. Bank of America, N.A., the lenders signatory thereto and Coast Hotels and Casinos, Inc., a Nevada corporation (“Borrower”) have heretofore entered into an Amended and Restated Loan Agreement dated as of September 16, 1999, pursuant to which certain credit accommodations have been made available to Borrower (“Existing Credit Agreement”). B. Pursuant to a Security Agreement dated as of March 18, 1999 in favor of Bank of America National Trust and Savings Associat

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AMENDMENT NO. 1 TO AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • March 9th, 2004 • Coast Casinos Inc • Hotels & motels

THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED SECURITY AGREEMENT (this “Amendment”), dated as of November 13, 2003, is made by and between Coast Hotels and Casinos, Inc., a Nevada corporation (“Grantor”), and Bank of America, N.A., as Administrative Agent (the “Agent”) for itself and for the other Lenders, with reference to the Amended and Restated Security Agreement dated of September 26, 2003, made by the Grantor in favor of the Agent and the Lenders (the “Security Agreement”).

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Contract
Bridge Loan Agreement • March 31st, 2003 • Coast Casinos Inc • Hotels & motels

BRIDGE LOAN AGREEMENT This Bridge Loan Agreement dated as of March 28, 2003, is between Bank of America, N.A. (the “Bank”) and Coast Hotels and Casinos, Inc. (the “Borrower”) with reference to the following facts: A. The Borrower has heretofore entered into an Amended and Restated Loan Agreement dated as of September 16, 1999 with a syndicate of lenders for which Bank of America, N.A., serves as Administrative Agent (as heretofore amended, the “Syndicated Credit”). B. The Borrower has indicated that it will seek to refinance the Syndicated Credit during the period prior to June 30, 2003. C. Pending the proposed refinancing, the Borrower has requested that the Bank provide the interim credit facilities described herein. NOW, THEREFORE, the parties hereto hereby agree as follows: 1. LINE OF CREDIT AMOUNT AND TERMS 1.1 Line of Credit Amount.

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SECURITY AGREEMENT
Security Agreement • March 9th, 2004 • Coast Casinos Inc • Hotels & motels • California

This SECURITY AGREEMENT (“Agreement”), dated as of February 26, 2004, is made by Coast Hotels and Casinos Indiana, LLC, an Indiana limited liability company (“Grantor”), in favor of Bank of America, N.A., as Administrative Agent under the Credit Agreement hereafter referred to (in such capacity, “Administrative Agent”), and in favor of each of the Lenders therein named (collectively referred to herein as “Secured Party”), with reference to the following facts:

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Contract
Trademark Security Interest Assignment • October 9th, 2003 • Coast Casinos Inc • Hotels & motels • California

Exhibit 10.38 AMENDED AND RESTATED TRADEMARK SECURITY INTEREST ASSIGNMENT This AMENDED AND RESTATED TRADEMARK SECURITY INTEREST ASSIGNMENT (the “Assignment”) dated as of September 26, 2003 is made by Coast Hotels and Casinos, Inc., a Nevada corporation (“Borrower”) and Coast Casinos, Inc., a Nevada corporation (“Guarantor”), together with each other Person who may become a party hereto pursuant to Section 9 of this Assignment (each a “Grantor” and collectively, “Grantors”), jointly and severally, in favor of Bank of America, N.A., as the Administrative Agent under the Credit Agreement referred to below (in such capacity, “Administrative Agent”) for the ratable benefit of each of the Lenders which are parties to the Credit Agreement from time to time, as Secured Party, with reference to the following facts: RECITALS A. Bank of America, N.A., the lenders signatory thereto and Borrower have heretofore entered into an Amended and Restated Loan Agreement dated as of September 16, 1999, purs

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DEED OF TRUST, ASSIGNMENT OF RENTS, LEASES AND SECURITY AGREEMENT MADE BY COAST HOTELS AND CASINOS, INC. A NEVADA CORPORATION, AS TRUSTOR, TO NATIONAL TITLE COMPANY A NEVADA CORPORATION, AS TRUSTEE, FOR THE BENEFIT OF
Consent and Landlord-Mortgagee Agreement • March 31st, 1998 • Coast Resorts Inc • Hotels & motels • Nevada
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AMENDMENT NO. 2 TO AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • March 9th, 2004 • Coast Casinos Inc • Hotels & motels

THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED SECURITY AGREEMENT (this “Amendment”), dated as of February 26, 2004, is made by and between Coast Hotels and Casinos, Inc., a Nevada corporation (“Grantor”), and Bank of America, N.A., as Administrative Agent (the “Agent”) for itself and for the other Lenders, with reference to the Amended and Restated Security Agreement dated of September 26, 2003, as amended by Amendment No. 1 to Amended and Restated Security Agreement dated as of November 13, 2003, made by the Grantor in favor of the Agent and the Lenders (as the same may be further amended, restated, supplemented or otherwise modified from time to time, the “Security Agreement”).

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Contract
Ground Lease Agreement • August 12th, 2003 • Coast Casinos Inc • Hotels & motels

SECOND AMENDMENT TO GROUND LEASE AGREEMENT THIS SECOND AMENDMENT TO GROUND LEASE AGREEMENT (“Amendment”) is dated and made effective as of May 26, 2003 and is made and entered into by and between 21 STARS, LTD., a Nevada limited-liability company (“Landlord”) and COAST HOTELS AND CASINOS, INC., a Nevada corporation (“Tenant”). W I T N E S S E T H WHEREAS, Landlord, Barbary Coast Hotel and Casino, a Nevada general partnership (“Barbary”), Wanda Peccole, as successor Trustee of the Peccole 1982 Trust dated February 15, 1982 (“Trust”) and William and Wanda Peccole Limited Partnership, a Nevada limited partnership, formerly and then named “William Peter and Wanda Ruth Peccole Family Limited Partnership” (“Partnership”) were the original parties to a Ground Lease Agreement dated October 28, 1994 relating to real property (“Premises”) consisting of a portion of Sections 31 and 32 in Township 20 South, Range 60 East, M.D.M. in the City of Las Vegas, Clark County, Nevada currently legally desc

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The Owner and Contractor agree as set forth below. 2 ARTICLE 1 THE CONTRACT DOCUMENTS
Coast Resorts Inc • March 9th, 1999 • Hotels & motels
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Contract
Loan Agreement • March 31st, 2003 • Coast Casinos Inc • Hotels & motels

AMENDMENT NO. 2 TO LOAN AGREEMENT This Amendment No. 2 to Loan Agreement dated as of March 8, 2002 (“Amendment”) is entered into with reference to the Amended and Restated Loan Agreement dated as of September 16, 1999 among Coast Hotels and Casinos, Inc., a Nevada corporation (“Borrower”), the Lenders named therein, and Bank of America, N.A., as Administrative Agent (as amended, the “Loan Agreement”). The Loan Agreement has previously been amended by an Amendment No. 1 thereto dated as of December 1, 2001. Capitalized terms used but not defined herein are used with the meanings set forth for those terms in the Loan Agreement. The Administrative Agent, acting with the consent of the Requisite Lenders under the Loan Agreement and Borrower hereby agree to amend the Loan Agreement as follows: 1. Capital Expenditures — Section 6.15(a) and (b). Section 6.15 of the Loan Agreement (as previously amended by Amendment No. 1) is hereby amended so that clauses (a) and (b) read in full as follows [

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1 2 shares on January 1, 2001 provided that Employee is still employed by Employer on the date the options vest. Notwithstanding the foregoing, it is the understanding of both Employer and Employee that the options will be granted pursuant to an IRS...
Employment Agreement • May 28th, 1999 • Coast Resorts Inc • Hotels & motels
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