HERBST GAMING, INC.Indenture • November 23rd, 2004 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • New York
INDENTURE dated as of November 22, 2004, among Herbst Gaming, Inc., a Nevada corporation, the Guarantors (as defined) and U.S. Bank National Association, as trustee.
SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of January 3, 2007 among HERBST GAMING, INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and The Other Lenders Party HeretoCredit Agreement • January 9th, 2007 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • New York
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of January 3, 2007, among HERBST GAMING, INC., a Nevada corporation (the “Borrower”), each lender listed on the signature pages hereto or which from time to time becomes a party hereto (collectively, the “Lenders”, and individually, a “Lender”), BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, LEHMAN COMMERCIAL PAPER, INC. and WACHOVIA BANK, NATIONAL ASSOCIATION, as Syndication Agents, and U.S. BANK, NATIONAL ASSOCIATION, as Documentation Agent. LEHMAN BROTHERS INC. and WACHOVIA CAPITAL MARKETS, LLC have served as the Joint Lead Arrangers and Joint Book Runners for the credit facilities described herein. The parties hereto hereby agree with reference to the following facts:
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 3rd, 2010 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on February 26, 2010 and effective as of January 1, 2010 (the “Effective Date”), between Herbst Gaming, Inc., a Nevada corporation (together with their successors or assigns as permitted under this Agreement, collectively, the “Company”), and David D. Ross, an individual (the “Executive”).
LEASEHOLD DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING E-T-T, Inc., a Nevada corporation Trustor National Title Co., a Nevada corporation Trustee and The Bank of New York, a New York banking corporation...Leasehold Deed of Trust • March 24th, 2003 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
THIS LEASEHOLD DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING ("Deed of Trust"), is made as of February , 2003, by E-T-T, Inc., a Nevada corporation, as trustor ("Trustor"), to National Title Co., a Nevada corporation, as trustee ("Trustee"), for the benefit of The Bank of New York, a New York banking corporation, as trustee ("Beneficiary") acting on behalf of the holders of the Notes issued pursuant to that certain Indenture dated as of August 24, 2001, as amended (the "Indenture") among Herbst Gaming, Inc., as issuer, Beneficiary, as trustee and each of the Guarantors (as defined in the Indenture). All capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Indenture.
DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING Market Gaming, Inc., a Nevada Corporation Trustor National Title Co., a Nevada corporation Trustee and The Bank of New York, a New York banking corporation...Deed of Trust • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
THIS DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING ("Deed of Trust"), is made as of August 24, 2001, by Market Gaming, Inc., a Nevada corporation, as trustor ("Trustor"), to National Title Co., a Nevada corporation, as trustee ("Trustee"), for the benefit of The Bank of New York, a New York banking corporation, as trustee ("Beneficiary") acting on behalf of the holders of the Notes issued pursuant to that certain Indenture dated as of even date herewith (the "Indenture") among Herbst Gaming, Inc., as issuer, Beneficiary, as trustee and each of the Guarantors (as defined in the Indenture). All capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Indenture.
GUARANTYGuaranty • August 10th, 2004 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
THIS GUARANTY (this "Guaranty"), dated as of June 10, 2004, is hereby jointly and severally made by each of the Persons listed on the signature pages hereto, together with each other Person who may become a party hereto pursuant to Section 16 of this Guaranty (collectively, "Guarantor") in favor of BANK OF AMERICA, N.A., as Administrative Agent ("Administrative Agent"), for the benefit of itself and each Lender (and their successors and assigns) party to the Credit Agreement referred to below with reference to the following facts:
PLEDGE AND SECURITY AGREEMENT (E-T-T, Inc.)Pledge and Security Agreement • November 14th, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
This PLEDGE AND SECURITY AGREEMENT (this "Agreement"), dated as of August 24, 2001, is entered into by E-T-T, Inc., a Nevada corporation ("Pledgor"), in favor of The Bank of New York, a New York banking corporation, as trustee ("Trustee"), for the benefit of the holders of the 103/4% Senior Secured Notes due 2008 (the "Notes") issued by Herbst Gaming, Inc. (the "Issuer") pursuant to the Indenture dated as of August 24, 2001 (the "Indenture"), among Issuer, each of the Guarantors thereunder (including Pledgor) and the Trustee.
LEASE AGREEMENTLease Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation
THIS LEASE, made this 1st day of July, 1996, by and between The Herbst Family Limited Partnership, hereinafter referred to as "Lessor", and E-T-T, INC., hereinafter referred to as "Lessee".
GAMING DEVICES LICENSE AGREEMENTGaming Devices License Agreement • November 5th, 2004 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
THIS GAMING DEVICES LICENSE AGREEMENT (the "Agreement) is entered into this 26 day of October 2004 by and between THE VONS COMPANIES, INC. a Michigan corporation(hereinafter "VONS) and MARKET GAMING,, INC., a Nevada Corporation (hereinafter "MGI") upon the terms and conditions set forth, below.
LICENSE AGREEMENTLicense Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation
THIS AGREEMENT is entered into as of the 12th day of March 1999, between Rite Aid Corporation, a Delaware corporation ("Licensor"), and Cardivan Company, a Nevada corporation ("Licensee"). Licensee and Licensor are collectively referred to as "the Parties".
ASSET PURCHASE AND SALE AGREEMENTAsset Purchase and Sale Agreement • August 10th, 2004 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Missouri
THIS ASSET PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of the Twentieth day of July, 2004 (“Effective Date”), by and between Mark Twain Casino, L.L.C., a Missouri limited liability company (“Seller”) and Herbst Gaming, Inc., a Nevada corporation, or its permitted designee (“Buyer”).
ADVERTISING PURCHASING AGREEMENTAdvertising Purchase Agreement • March 31st, 2009 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
This Advertising Purchase Agreement is made and entered into between Herbst Gaming Inc., a Nevada corporation (hereinafter “HGI”) and TERRIBLE HERBST INC., a Nevada corporation, (hereinafter “TH’’). Now for valuable consideration, receipt of which is acknowledged, the parties agree as follows:
DEPOSIT ESCROW AGREEMENTDeposit Escrow Agreement • August 10th, 2004 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Arizona
This DEPOSIT ESCROW AGREEMENT (“Escrow Agreement”) is entered into as of this 20th day of July, 2004 by and between St. Joseph Riverboat Partners, a Missouri general partnership (together with its respective affiliates, “Seller”) and Herbst Gaming, Inc., a Nevada corporation, (“Buyer”) and Lawyers Title of Arizona (“Escrow Agent”).
QuickLinks -- Click here to rapidly navigate through this documentSettlement Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation
SETTLEMENT AGREEMENT made as of the 18 day of November, 1999 among Cardivan Company, a Nevada corporation, Corral United, Inc. a Nevada corporation, Jackpot Enterprises Inc., a Nevada corporation, and Albertson's Inc., a Delaware corporation.
PURCHASE AGREEMENT BY AND AMONGPurchase Agreement • November 2nd, 2006 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
THIS PURCHASE AGREEMENT (this “Agreement”), dated as of October , 2006, is by and among NEW YORK-NEW YORK HOTEL & CASINO, LLC, a Nevada limited liability company (“Seller”), PRMA LAND DEVELOPMENT COMPANY, a Nevada corporation (“PRMA”), PRIMADONNA COMPANY, LLC, a Nevada limited liability company (the “Company”), on the one hand, and HERBST GAMING, INC., a Nevada corporation (“Purchaser”), on the other hand.
REGISTRATION RIGHTS AGREEMENT by and among HERBST GAMING, INC., and THE GUARANTORS SIGNATORIES HERETO and LEHMAN BROTHERS INC. Dated as of February 7, 2003Registration Rights Agreement • March 24th, 2003 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • New York
This Agreement is made pursuant to the Purchase Agreement, dated January 24, 2003, (the "Purchase Agreement"), by and among the Company, the Guarantors and the Initial Purchaser. In order to induce the Initial Purchaser to purchase the Series A Notes, the Company has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchaser as set forth in Section 9(m) of the Purchase Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Indenture, dated August 24, 2001, among the Company, the Guarantors and The Bank of New York, as Trustee, as amended by the First Supplemental Indenture, dated as of August 23, 2002, the Second Supplemental Indenture, dated as of January 23, 2003 and the Third Supplemental Indenture, dated as of February 6, 2003 (as amended, the "Indenture"), relating to the Series A Notes and the Series B Notes
MASTER ATM AGREEMENTMaster Atm Agreement • April 1st, 2008 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
THIS AGREEMENT is entered into on this 1st day of March 2008 in Clark County, State of Nevada, by and between E-T-T, Inc., a Nevada corporation (Hereinafter “E-T-T”), and Terrible Herbst, Inc., a Nevada corporation (Hereinafter “TH”), on the conditions set forth below.
SECURITY AGREEMENTSecurity Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
GAMING DEVICES LICENSE AGREEMENTGaming Devices License Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
THIS GAMING DEVICES LICENSE AGREEMENT (the "Agreement") is entered into this 31 day of August, 1998 by and between SAFEWAY, INC., a Delaware corporation (hereinafter "SAFEWAY") and MARKET GAMING, INC., a Nevada Corporation (hereinafter "MGI") upon the terms and conditions set forth, below.
LICENSE AGREEMENTLicense Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation
THIS AGREEMENT is entered into as of the 24th day of April 1997, between American Drug Stores, Inc., an Illinois corporation ("Licensor"), and Corral United, Inc., a Nevada corporation ("Licensee"). Licensee and Licensor are collectively referred to as "the Parties".
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • November 5th, 2004 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
This AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of September 30, 2004, among HERBST GAMING, INC., a Nevada corporation (the “Borrower”), each lender listed on the signature pages hereto or which from time to time becomes a party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer with referenced to the following facts:
GAMING DEVICES LICENSE AGREEMENTGaming Devices License Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
THIS GAMING DEVICES LICENSE AGREEMENT (the "Agreement") is entered into this 20th day of December, 1999 by and between TERRIBLE HERBST, INC., a Nevada corporation (hereinafter "TERRIBLE HERBST") and E-T-T, INC., a Nevada Corporation (hereinafter "ETT") upon the terms and conditions set forth, below.
GAMING LICENSE AGREEMENTGaming License Agreement • November 7th, 2007 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
THIS GAMING LICENSE AGREEMENT (the “Agreement) is entered into effective as of July 1, 2007 by and between RITE AID CORPORATION (“LICENSOR”), a Delaware Corporation, CARDIVAN COMPANY , a Nevada Corporation (“Cardivan”), and CORRAL COIN, INC. (“Corral Coin”), a Nevada Corporation upon the terms and conditions set forth below. For the purposes of this Agreement, Cardivan and Corral Coin are collectively referred to as “OPERATOR”.
FIRST AMENDMENT TO CORRAL COIN LICENSE AGREEMENTLicense Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation
This FIRST AMENDMENT TO LICENSE AGREEMENT ("First Amendment") made as of this 27th day of March 2000, between RITE AID CORPORATION ("Licensor"), a Delaware Corporation, and CORRAL COIN, INC. ("Licensee"), a Nevada corporation.
SHARED SERVICES AGREEMENTShared Services Agreement • April 1st, 2008 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
This Shared Services Agreement is made as of January 1, 2008 (the “Effective Date”) between Herbst Gaming, Inc. (“HG”), a Nevada corporation and collectively, Berry-Hinckley Industries, a Nevada corporation and Terrible Herbst, Inc. (collectively, “TH”), a Nevada corporation. HG and TH are sometimes individually referred to as a “Part” and collectively as the “Parties.”
LICENSE AGREEMENTLicense Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation
THIS AGREEMENT is entered into as of the 24th day of April 1997, between Lucky Stores, Inc., a Nevada corporation ("Licensor"), and Cardivan Company, a Nevada corporation ("Licensee"). Licensee and Licensor are collectively referred to as "the Parties".
TWENTY-SECOND AMENDMENT TO LEASE AND SUBLEASE AGREEMENTLease and Sublease Agreement • November 16th, 2009 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation
THIS TWENTY-SECOND AMENDMENT TO LEASE AND SUBLEASE AGREEMENT (“Twenty-Second Amendment”) is made and entered effective the 30th day of June, 2009, by and between SMITH’S FOOD & DRUG CENTERS, INC., an Ohio corporation qualified to do business in Nevada (hereinafter called “Smith’s”) and HERBST GAMING, INC. a Nevada corporation, and MARKET GAMING, INC., a Nevada corporation (hereinafter collectively called “Herbst”), successor to ANCHOR COIN, a licensed slot route operator in the State of Nevada (hereinafter called “Anchor”).
REGISTRATION RIGHTS AGREEMENT by and among HERBST GAMING, INC., and THE GUARANTORS SIGNATORIES HERETO and LEHMAN BROTHERS INC. Dated as of November 22, 2004Registration Rights Agreement • November 23rd, 2004 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 22, 2004, by and among Herbst Gaming, Inc., a Nevada corporation (the “Company”), certain subsidiaries of the Company listed on the signature pages hereto (collectively, the “Guarantors”), and Lehman Brothers Inc. (the “Initial Purchaser”), who has agreed to purchase the Company’s 7% Senior Subordinated Notes due 2014 (the “Series A Notes”) pursuant to the Purchase Agreement (as defined below).
FIRST AMENDMENT TO CARDIVAN LICENSE AGREEMENTLicense Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation
This FIRST AMENDMENT TO LICENSE AGREEMENT ("First Amendment") made as of this 27th day of March 2000, between RITE AID CORPORATION ("Licensor"), a Delaware Corporation, and CARDIVAN COMPANY ("Licensee"), a Nevada corporation.
GOLD RANCH CASINO LEASE BETWEEN LAST CHANCE, INC. A Nevada Corporation AND PROSPECTOR GAMING ENTERPRISES, INC. A Nevada Corporation AND TARGET INVESTMENTS, L.L.C. a Nevada limited liability companyGold Ranch Casino Lease • April 2nd, 2007 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
This Gold Ranch Casino Lease (“Lease”) is made this 27th day of December, 2001, by and between Last Chance, Inc., a Nevada Corporation (Last Chance) and Prospector Gaming Enterprises, Inc., a Nevada Corporation, doing business as Gold Ranch Casino & RV Resort (sometimes referred to as PGE) with respect to the lease of the Gold Ranch Casino Property and improvements and the FF&E; and by and between Last Chance and Target Investments, L.L.C., a Nevada limited liability company (Target) with respect to the lease of the Leach Field Property, the Frontage Parcel and the Sign Easement. PGE and Target are jointly referred to as Landlord.
LICENSE AGREEMENT (GAMING DEVICES)License Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation
THIS LICENSE AGREEMENT ("Agreement") is made as of the 16th day of September, 1998, by and between Albertson's, Inc., a Delaware corporation ("Licensor"), and Cardivan Company, a Nevada corporation ("Licensee").
OPTION TO PURCHASE THE GOLD RANCH CASINO PROPERTY AND IMPROVEMENTS, THE LEACH FIELD PROPERTY, THE FRONTAGE PARCEL, THE CALIFORNIA LOTTERY STATION AND THE CALIFORNIA LOTTERY PROPERTY, AND THE RIGHT OF FIRST REFUSAL BETWEEN PROSPECTOR GAMING ENTERPRISE,...Option to Purchase Agreement • April 2nd, 2007 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • Nevada
This Option to Purchase the Gold Ranch Casino Property and Improvements, the Leach Field Property, the Frontage Parcel, the California Lottery Station and the California Lottery Property, and Right of First Refusal (“Agreement”) is made this 27th day of December, 2001, by and between Prospector Gaming Enterprises, Inc., a Nevada corporation (PGE), Target Investments, L.L.C., a Nevada limited liability company (Target) and Last Chance, Inc., a Nevada corporation (Last Chance).
LICENSE AGREEMENTLicense Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation
THIS AGREEMENT is entered into as of the 24th day of April 1997, between American Drug Stores, Inc., an Illinois corporation ("Licensor"), and Cardivan Company, a Nevada corporation ("Licensee"). Licensee and Licensor are collectively referred to as "the Parties".
LEASE AGREEMENTLease Agreement • December 21st, 2001 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation
THIS LEASE, made this 1st day of July, 1997, by and between The Herbst Family Limited Partnership II(hereinafter "Lessor"), and E-T-T Enterprises, L.L.C. (Hereinafter "Lessee").
OMNIBUS AMENDMENT NO. 3 AND APPOINTMENT AND ACCEPTANCEOmnibus Amendment • April 30th, 2008 • Herbst Gaming Inc • Services-miscellaneous amusement & recreation • New York
OMNIBUS AMENDMENT NO. 3 AND APPOINTMENT AND ACCEPTANCE, dated as of April 24, 2008 (this “Agreement”), among BANK OF AMERICA, N.A. (“Bank of America” and, in its capacity as Administrative Agent under the Credit Agreement referred to below, the “Resigning Agent”), WILMINGTON TRUST COMPANY (the “New Agent”), HERBST GAMING, INC. (the “Borrower”), each Lender under the below-referenced Credit Agreement executing a counterpart hereof and each Subsidiary of the Borrower executing a counterpart hereof (collectively, the “Grantors”).
