EXHIBIT 1.1 PURCHASE AGREEMENTPurchase Agreement • May 5th, 2004 • River Rock Entertainment Authority • New York
EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENT Dated as of November 7, 2003 by and between RIVER ROCK ENTERTAINMENT AUTHORITYRegistration Rights Agreement • May 5th, 2004 • River Rock Entertainment Authority
EXHIBIT 4.4 INTERCREDITOR AGREEMENTIntercreditor Agreement • May 5th, 2004 • River Rock Entertainment Authority • New York
AMENDMENT #1 TO LEASE AGREEMENT DATED MAY 30, 2002 DATED: FEBRUARY 26, 2004Lease Agreement • May 5th, 2004 • River Rock Entertainment Authority
Exhibit 10.15 EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is made and entered into as of the 24th day of December, 2001 by and between the Dry Creek Rancheria Band of Pomo Indians ("Tribe") and Douglas Searle the ("Employee"). The...Employment Agreement • May 5th, 2004 • River Rock Entertainment Authority • California
Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is made and entered into as of the 14th day of October, 2002 by and between the Dry Creek Rancheria Band of Pomo Indians ("Tribe") and Norman Runyan the ("Employee"). The...Employment Agreement • May 5th, 2004 • River Rock Entertainment Authority • California
Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is entered into as of the 14th day of October, 2005 ("Effective Date") by and between the River Rock Entertainment Authority ("Authority"), a governmental instrumentality of the...Employment Agreement • November 14th, 2005 • River Rock Entertainment Authority • Services-amusement & recreation services • California
December 1, 2003 U.S. Bank National Association 60 Livingston Avenue St. Paul, Minnesota 55107-2292 Attn: Corporate Trust Department Ladies and Gentlemen: Reference is made to the Control Agreement dated as of November 7, 2003 (the "Agreement"), by...Control Agreement • May 5th, 2004 • River Rock Entertainment Authority
EXHIBIT 10.3 AMENDMENT NO. 1 TO CASH COLLATERAL AND DISBURSEMENT AGREEMENT This Amendment No. 1 to Cash Collateral and Disbursement Agreement (the "Amendment") is made and entered into as of the 17th day of November, 2003 by and among U.S. Bank...Cash Collateral and Disbursement Agreement • May 5th, 2004 • River Rock Entertainment Authority • New York
EXHIBIT 10.7 PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • May 5th, 2004 • River Rock Entertainment Authority • New York
FOURTH AMENDMENT TO DEVELOPMENT AND LOAN AGREEMENT BETWEEN THE DRY CREEK RANCHERIA BAND OF POMO INDIANS AND DRY CREEK CASINO, LLCDevelopment and Loan Agreement • May 5th, 2004 • River Rock Entertainment Authority
EMPLOYMENT AGREEMENT (Renewal)Employment Agreement • December 15th, 2004 • River Rock Entertainment Authority • Services-amusement & recreation services • California
AGREEMENT BETWEEN OWNER AND ARCHITECTArchitect Agreement • May 5th, 2004 • River Rock Entertainment Authority • California
AMENDMENT #1 TO LEASE AGREEMENT DATED MAY 30, 2002Lease Agreement • March 31st, 2010 • River Rock Entertainment Authority • Services-amusement & recreation services
AMENDMENT: It is hereby agreed that the LEASE AGREEMENT dated May 30, 2002 is extended for an additional thirty-six months firm, for the period June 18, 2009 through June 17, 2012, with Lessee’s monthly payments of $26,395.00 to be paid monthly in advance.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 10th, 2010 • River Rock Entertainment Authority • Services-amusement & recreation services
This Amendment to Employment Agreement (‘Agreement”), entered into as of the 21st day of July , 2010 by and between the River Rock Entertainment Authority (‘Authority”), a governmental instrumentality of the Dry Creek Band of Pomo Indians (‘Tribe”), on behalf of the River Rock Casino (“Casino”), a governmental economic development project of the Tribe, and David Fendrick (“Employee”), amends certain Employment Agreement dated 9th day of April, 2010(“the Agreement”). Capitalized terms used but not otherwise in this Agreement shall have the respective meanings ascribed to them in the Agreement.
Holland & Knight LLP Los Angeles, CA 90071Memorandum of Agreement • March 30th, 2011 • River Rock Entertainment Authority • Services-amusement & recreation services
This letter confirms our mutual understanding of the implementation of Section XVI Revenue And Mitigation Costs of the Memorandum of Agreement (“MOA”) dated March 18, 2008, between Sonoma County and the Dry Creek Rancheria Band of Pomo Indians (“Tribe”), and that the following payments and schedule meet the requirements of the subsections indicated:
FORBEARANCE AND SUPPORT AGREEMENT Dated as of November 2, 2011 in relation to INDENTURE DATED AS OF NOVEMBER 7, 2003Forbearance and Support Agreement • November 3rd, 2011 • River Rock Entertainment Authority • Services-amusement & recreation services • New York
THIS FORBEARANCE AND SUPPORT AGREEMENT dated as of November 2, 2011 (the or this “Forbearance Agreement”) is among THE DRY CREEK RANCHERIA BAND OF POMO INDIANS, a federally recognized Indian tribe and sovereign nation (the “Tribe”), RIVER ROCK ENTERTAINMENT AUTHORITY, an unincorporated governmental instrumentality of the Tribe (the “Authority”) and each of the undersigned holding, or who beneficially hold, as investment advisors or otherwise, 9 ¾% Notes (as defined below) (collectively, the “Noteholders”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • August 2nd, 2007 • River Rock Entertainment Authority • Services-amusement & recreation services • California
This Amended and Restated Employment Agreement (“Agreement”) is entered into effective as of the 13th day of April, 2007 (“Effective Date”) by and between the River Rock Entertainment Authority (“Authority”), a governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians (“Tribe”), on behalf of its Tribal governmental gaming project, the River Rock Casino (“Casino”), and Shawn Smyth (“Employee”), and supersedes and replaces in its entirety that certain Employment Agreement dated as of April 13, 2006 between the Authority and Employee (the “Original Agreement”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 10th, 2010 • River Rock Entertainment Authority • Services-amusement & recreation services
This Amendment to Employment Agreement (‘Agreement”), entered into as of the 21st day of July , 2010 by and between the River Rock Entertainment Authority (‘Authority”), a governmental instrumentality of the Dry Creek Band of Pomo Indians (‘Tribe”), on behalf of the River Rock Casino (“Casino”), a governmental economic development project of the Tribe, and Joseph Callahan (“Employee”), amends certain Employment Agreement dated 9th day of April, 2010(“the Agreement”). Capitalized terms used but not otherwise in this Agreement shall have the respective meanings ascribed to them in the Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • April 9th, 2010 • River Rock Entertainment Authority • Services-amusement & recreation services
This Employment Agreement (“Agreement”) is made and entered into as of the 9 day of April, 2010 (“Effective Date”) by and between the River Rock Entertainment Authority (“Authority”), a governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians (“Tribe”), and David F. Fendrick (“Key Employee”). The day on which the term of this Agreement begins shall be referred to as the “Commencement Date” and is further defined in Section 3 below.
FORBEARANCE AND SUPPORT AGREEMENT Dated as of November 2, 2011 in relation to INDENTURE DATED AS OF DECEMBER 22, 2006Forbearance and Support Agreement • November 3rd, 2011 • River Rock Entertainment Authority • Services-amusement & recreation services • New York
THIS FORBEARANCE AND SUPPORT AGREEMENT dated as of November 2, 2011 (this “Forbearance Agreement”) is among THE DRY CREEK RANCHERIA BAND OF POMO INDIANS, a federally recognized Indian tribe and sovereign nation (the “Tribe”), RIVER ROCK ENTERTAINMENT AUTHORITY, an unincorporated governmental instrumentality of the Tribe (the “Authority”) and Merrill, Lynch, Pierce, Fenner & Smith Incorporated (“Merrill,” and together with any Transferee (as defined below), a “Merrill Party”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 14th, 2008 • River Rock Entertainment Authority • Services-amusement & recreation services • California
This Employment Agreement (“Agreement”) is entered into as of the 7th day of October, 2008 (“Effective Date”) by and between the River Rock Entertainment Authority (“Authority”), a governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians (“Tribe”), on behalf of the River Rock Casino (“Casino”), a governmental economic development project of the Tribe, and John Cirrincione (“Employee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 16th, 2010 • River Rock Entertainment Authority • Services-amusement & recreation services • Creek
This Employment Agreement (“Agreement”) is made and entered into as of the 12th day of March, 2010 (“Effective Date”) by and between the River Rock Entertainment Authority (“Authority”), a governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians (“Tribe”), and Joseph Callahan (“Employee”).
RECITALSControl Agreement • May 5th, 2004 • River Rock Entertainment Authority • New York
EXHIBIT 10.9 Final Execution Copy AMENDMENT TO THE DEVELOPMENT AND LOAN AGREEMENT This Amendment to the Development and Loan Agreement (the original agreement referred to herein as the "Agreement") dated as of April 29, 2002 (the amendment referred to...Development and Loan Agreement • May 5th, 2004 • River Rock Entertainment Authority
DEPOSIT ACCOUNT CONTROL AGREEMENT (Contingency)Deposit Account Control Agreement • March 30th, 2011 • River Rock Entertainment Authority • Services-amusement & recreation services • New York
Pursuant to that certain Indenture, dated as of November 7, 2003 among the Depositor, the Tribe and the Secured Party, as Trustee (the “Indenture”) and the Collateral Documents (as defined in the Indenture) related thereto, Depositor has granted Secured Party a security interest in the deposit accounts maintained by Bank for Depositor at Bank’s San Francisco office (“Banking Office”) as set forth on the attached Schedule A and in all checks, drafts and all funds and other instruments now in or hereafter deposited into that account, including any interest earned thereon. The Parties are entering into this Agreement to perfect Secured Party’s security interest in that account. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Indenture.
ANNEX B FORM OF AMENDMENT NO. 1 TO PLEDGE AND SECURITY AGREEMENT FOR THE EXISTING NOTESPledge and Security Agreement • November 21st, 2011 • River Rock Entertainment Authority • Services-amusement & recreation services • New York
This Amendment No. 1 to Pledge and Security Agreement (this "Amendment") is made and entered into as of the , 2011 by and among U.S. Bank National Association, a national banking association, as trustee under the Indenture referred to below (together with its successors and assigns from time to time under the Indenture, the "Trustee"), River Rock Entertainment Authority (the "Authority"), an unincorporated governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians a federally recognized Indian tribe (the "Tribe") and the Tribe (collectively, the "Parties").
RIVER ROCK ENTERTAINMENT AUTHORITY EMPLOYMENT AGREEMENTEmployment Agreement • April 19th, 2006 • River Rock Entertainment Authority • Services-amusement & recreation services • California
This Employment Agreement (“Agreement”) is entered into as of the 13th day of April, 2006 (“Effective Date”) by and between the River Rock Entertainment Authority (“Authority”), a governmental instrumentality of the Dry Creek Rancheria Band of Porno Indians (“Tribe”), on behalf of its Tribal governmental gaming project, the River Rock Casino (“Casino”), and Shawn Smyth (“Employee”).
AMENDMENT #2 TO LEASE AGREEMENT DATED MAY 30, 2002Lease Agreement • April 17th, 2007 • River Rock Entertainment Authority • Services-amusement & recreation services
AMENDMENT: It is hereby agreed that the LEASE AGREEMENT dated May 30, 2002 and AMENDMENT #1 TO LEASE AGREEMENT dated February 26, 2004 are extended for an additional twenty-four months firm, for the period August 18, 2005 through August 17, 2007, with Lessee’s monthly payments of $36,230.00 to be paid monthly in advance.
GROUND LEASEGround Lease • November 4th, 2011 • River Rock Entertainment Authority • Services-amusement & recreation services • California
THIS GROUND LEASE (the “Lease”) is executed as of October 31, 2011, between DRY CREEK RANCHERIA BAND OF POMO INDIANS, a federally recognized Indian tribe (the “Landlord”), and RIVER ROCK ENTERTAINMENT AUTHORITY, a governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians, a federally recognized Indian tribe (the “Tenant”).
GRANT OF TEMPORARY EMERGENCY VEHICLE ACCESS EASEMENTGrant of Temporary Emergency Vehicle Access Easement • August 9th, 2011 • River Rock Entertainment Authority • Services-amusement & recreation services • California
THIS GRANT OF TEMPORARY EMERGENCY VEHICLE ACCESS EASEMENT (this “Agreement”) is made as of , 2011, by and between the following parties:
BETWEENTribal-State Compact • May 5th, 2004 • River Rock Entertainment Authority
AMENDED AND RESTATED DEPOSIT ACCOUNT CONTROL AGREEMENT (Contingency)Deposit Account Control Agreement • December 2nd, 2011 • River Rock Entertainment Authority • Services-amusement & recreation services • New York
This Amended and Restated Deposit Account Control Agreement (this “Agreement”) is made and entered into as of , 2011 by and among U.S. Bank National Association, a national banking association, solely as trustee under the Indenture referred to below (the “Trustee”), The Bank of the West (the “Bank”), River Rock Entertainment Authority (the “Depositor”), an unincorporated governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians, a federally recognized Indian tribe (the “Tribe”), and the Tribe (solely as to its obligations under Section 11), and executed as of the Operative Date (as defined below) by Deutsche Bank Trust Company Americas, a state banking corporation duly organized and existing under the laws of the State of New York, as trustee under the New Indenture referred to below (the “New Indenture Trustee”) and Deutsche Bank Trust Company Americas, a state banking corporation duly organized and existing under the laws of the State of New York, as collateral tru
EMPLOYMENT AGREEMENTEmployment Agreement • October 23rd, 2007 • River Rock Entertainment Authority • Services-amusement & recreation services • California
This Employment Agreement (“Agreement”) is made and entered into as of 8th day of August, 2007 (“Effective Date”) by and between the River Rock Entertainment Authority (“Authority”), a governmental instrumentality of the Dry Creek Rancheria Band of Pomo Indians (“Tribe”), and Joseph Callahan (“Employee”).
RECITALSControl Agreement • May 5th, 2004 • River Rock Entertainment Authority • New York
