SECTION 1 DEFINED TERMSLease Agreement • June 29th, 2004 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Mississippi
Exhibit 10.21 TENANT ESTOPPEL CERTIFICATE January 23, 2004 Premier Entertainment Biloxi, LLC Attn: Joseph Billhimer 11400 Reichold Road Gulfport, MS 39503 RE: LEASE AGREEMENT (CAFE) To whom it may concern: This is to certify that as of the date...Lease Agreement • April 8th, 2004 • Premier Finance Biloxi Corp
by and amongRegistration Rights Agreement • April 8th, 2004 • Premier Finance Biloxi Corp • New York
betweenLoan Agreement • April 8th, 2004 • Premier Finance Biloxi Corp • Mississippi
LEASE AGREEMENTLease Agreement • April 8th, 2004 • Premier Finance Biloxi Corp
Exhibit 10.11 PREMIER ENTERTAINMENT BILOXI LLC PLEDGE AND SECURITY AGREEMENT (PLEDGED EQUITY INTERESTS) Dated as of January 23, 2004Pledge and Security Agreement • April 8th, 2004 • Premier Finance Biloxi Corp • New York
LICENSE AGREEMENTLicense Agreement • April 8th, 2004 • Premier Finance Biloxi Corp • Nevada
RECITALSEmployment Agreement • August 14th, 2006 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Mississippi
LEASE AGREEMENTLease Agreement • April 8th, 2004 • Premier Finance Biloxi Corp
BetweenIntercreditor Agreement • April 8th, 2004 • Premier Finance Biloxi Corp • New York
SERIES A AND SERIES B 10 3/4% FIRST MORTGAGE NOTES DUE 2012Indenture • April 8th, 2004 • Premier Finance Biloxi Corp • New York
Exhibit 3.2 LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF PREMIER ENTERTAINMENT BILOXI LLC, A DELAWARE LIMITED LIABILITY COMPANY EFFECTIVE AS OF JANUARY 23, 2004 TABLE OF CONTENTSOperating Agreement • April 8th, 2004 • Premier Finance Biloxi Corp • Delaware
Exhibit 10.4 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement") entered into this ___ day of June, 2006 between PREMIER ENTERTAINMENT BILOXI LLC, D/B/A HARD ROCK HOTEL & CASINO BILOXI ("Employer" or the "Company") and Todd J. Raziano...Employment Agreement • August 14th, 2006 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Mississippi
EXHIBIT 10.6 AMENDED AND RESTATED AGREEMENT BETWEEN OWNER AND CONTRACTOR where the basis of payment is the COST OF WORK PLUS A FEE NOT TO EXCEED A GUARANTEED MAXIMUM PRICE THIS AMENDED AND RESTATED AGREEMENT is made and entered into as of the 16th day...Construction Contract • August 14th, 2006 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Mississippi
Exhibit 10.3 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement") entered into this ___ day of June, 2006 between PREMIER ENTERTAINMENT BILOXI LLC, D/B/A HARD ROCK HOTEL & CASINO BILOXI ("Employer" or the "Company") and Robert Callaway...Employment Agreement • August 14th, 2006 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Mississippi
Exhibit 4.3 CASH COLLATERAL AND DISBURSEMENT AGREEMENTCash Collateral and Disbursement Agreement • April 8th, 2004 • Premier Finance Biloxi Corp • New York
Exhibit 10.19 CONSENT AND AGREEMENT (OWNER CONTRACTOR AGREEMENT) Dated as of January 23, 2004Owner Contractor Agreement • April 8th, 2004 • Premier Finance Biloxi Corp
RECITALSSubordination, Nondisturbance, and Attornment Agreement • April 8th, 2004 • Premier Finance Biloxi Corp
TRUST INDENTURETrust Indenture • April 8th, 2004 • Premier Finance Biloxi Corp • Mississippi
EXHIBIT 3.1 ----------- COMPOSITE AMENDED LIMITED LIABILITY COMPANY OPERATING AGREEMENTLimited Liability Company Operating Agreement • August 14th, 2006 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Delaware
RECITALS:Receivables Purchase Agreement • August 14th, 2006 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • New York
Exhibit 10.20 CONSENT AND AGREEMENT (ARCHITECTURAL SERVICES AGREEMENT) Dated as of January 23, 2004Architectural Services Agreement • April 8th, 2004 • Premier Finance Biloxi Corp
LEASE AGREEMENTLease Agreement • September 3rd, 2004 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation
This Lease made and entered into this day by and between CHARLES T. HARRISON REALTY AGENCY, agent for MEDICAL PLAZA, LIMITED, a limited partnership having its principal office located in the City of Biloxi, State of Mississippi, hereinafter referred to as Lessor, and Premier Entertainment Biloxi, LLC d/b/a Hard Rock Hotel and Casino hereinafter referred to as Lessee, WITNESSETH:
AGREEMENT BETWEEN OWNER AND CONTRACTOR Single Project with Work Orders Cost of the Work plus a Fee Not to Exceed Guarantee Maximum PriceConstruction Contract • March 3rd, 2006 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Mississippi
THIS AGREEMENT made the 23th day of February in the year 2006 by and between Premier Entertainment Biloxi LLC hereinafter called the Owner, and Roy Anderson Corp, hereinafter called the Contractor.
Exhibit 10.3 PUBLIC TRUST TIDELANDS LEASE STATE OF MISSISSIPPI COUNTY OF HARRISON THIS LEASE AGREEMENT ("LEASE") is made and entered into as of and effective the 27th day of October, 2003 ("BEGIN DATE") by and between THE STATE OF MISSISSIPPI, by the...Public Trust Tidelands Lease • June 29th, 2004 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Mississippi
INVESTMENT AGREEMENTInvestment Agreement • April 8th, 2004 • Premier Finance Biloxi Corp • New York
COMMERCIAL SALES AND SECURITY AGREEMENTCommercial Sales and Security Agreement • January 6th, 2005 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation
This Agreement is made and entered into by and between IGT, 9295 Prototype Drive, Reno, Nevada 89521 (hereinafter “IGT”), and the Premier Entertainment Biloxi LLC, d/b/a Hard Rock Hotel and Casino Biloxi, 111 Lameuse Street, Suite 104, Biloxi, MS 39530 (hereinafter “Buyer”), for the purchase and sale of certain gaming devices and related equipment in the amounts more fully described in Exhibit A, consisting of the following documents, attached hereto and incorporated herein by this reference:
FIRST AMENDMENT TO LIMITED LIABILITY COMPANY OPERATING AGREEMENT FOR PREMIER ENTERTAINMENT BILOXI, LLCLimited Liability Company Operating Agreement • January 26th, 2005 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Delaware
This First Amendment to Limited Liability Company Operating Agreement (this “Amendment”), for Premier Entertainment Biloxi, LLC, a Delaware limited liability company (the “Company”), is made and effective as of January 24, 2005, by and among the undersigned members of the Company (the “Members”) and the other signatories hereto.
AGREEMENT BETWEEN OWNER AND CONTRACTOR where the basis of payment is the COST OF WORK PLUS A FEE NOT TO EXCEED A GUARANTEED MAXIMUM PRICEConstruction Contract • April 8th, 2004 • Premier Finance Biloxi Corp • Mississippi
ASSIGNMENT OF LEASEAssignment of Lease • September 3rd, 2004 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation
FOR AND IN CONSIDERATION of the sum of Ten ($10.00) Dollars, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the parties hereto, JOE LANCON and CHARMAINE LANCON (a/k/a Charmagne Lancon), hereinafter collectively “Lessee/Assignor” do hereby assign, sell, convey, transfer and deliver to Premier Entertainment Biloxi LLC, a Delaware limited liability company, hereinafter, “Assignee”, all of Lessee/Assignor’s right, title and interest, including any and all riparian and littoral rights appertaining thereto, in and to that certain Lease Contract (the “Lease”) from the City of Biloxi and the Biloxi Port Commission to Lessee/Assignee, dated January 11, 1993, and recorded in the land deed records of Harrison County, Mississippi, Second Judicial District, at Book 251, Page 289, and re-recorded at Book 252, Page 635, and any extensions and/or renewals thereof, and all of the Lessee/Assignor’s right, title and interest in the premises lease
AGREEMENTManufacturing Agreement • September 3rd, 2004 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Mississippi
This performance specification is intended for the Owner’s use. It provides minimum technical, material and aesthetic requirements and provides for a variety of options for design characteristics.
AGREEMENT BETWEEN OWNER AND CONTRACTOR Single or Multiple Project with Work Orders (Cost of the Work plus a Fee with No GMP)Owner and Contractor Agreement • October 13th, 2005 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Mississippi
THIS AGREEMENT made the 20th day of September in the year 2005 by and between Premier Entertainment Biloxi LLC hereinafter called the Owner, and Roy Anderson Corp, hereinafter called the Contractor.
CONSULTING SERVICES AGREEMENT-GENERALConsulting Services Agreement • September 3rd, 2004 • Premier Finance Biloxi Corp • Services-miscellaneous amusement & recreation • Mississippi
THIS AGREEMENT, effective as of August 10, 2004, (the Effective Date”) is entered into by and between Premier Entertainment Biloxi, LLC d/b/a/ Hard Rock Casino & Hotel (Owner), with an office and principal place of business at 111 Lameuse Street, Biloxi, MS 39530-4213 and C P Procurement Services Inc. (“Consultant”), with a principal place of business at 248 Basswood Street, Annandale, MN 55302. In consideration of the mutual promises contained herein, Owner and Consultant hereby agree as follows:
January 23, 2004 BOND PURCHASE CONTRACT Mississippi Business Finance Corporation Jackson, Mississippi Premier Entertainment Biloxi LLC Biloxi, Mississippi Premier Finance Biloxi Corp., a Delaware corporation (the "Purchaser"), offers to enter into...Bond Purchase Contract • April 8th, 2004 • Premier Finance Biloxi Corp
AGREEMENTConsent and Acknowledgement Agreement • April 8th, 2004 • Premier Finance Biloxi Corp • Nevada
