SUBSCRIPTION AGREEMENTSubscription Agreement • June 18th, 2019 • Kien Huat Realty III LTD • Retail-eating & drinking places • New York
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is made and entered into as of June 17, 2019, by and among Empire Resorts, Inc., a Delaware corporation (the “Company”), and Kien Huat Realty III Limited, a corporation organized in the Isle of Man (the “Purchaser”).
STANDBY PURCHASE AGREEMENTStandby Purchase Agreement • April 15th, 2013 • Kien Huat Realty III LTD • Retail-eating & drinking places • New York
This STANDBY PURCHASE AGREEMENT (this “Agreement”), dated as of April 12, 2013, is by and between Empire Resorts, Inc. (the “Company”), a Delaware corporation, and Kien Huat Realty III Ltd., a corporation organized under the laws of the Isle of Man (the “Standby Purchaser”).
Kien Huat Realty III LimitedEquity Financing Commitment • August 20th, 2019 • Kien Huat Realty III LTD • Retail-eating & drinking places • Delaware
Reference is made to the Agreement and Plan of Merger, dated as of the date hereof (as amended from time to time in accordance with the terms thereof, the “Merger Agreement”), by and among Hercules Topco LLC, a Delaware limited liability company (“Parent”), Hercules Merger Subsidiary Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”) and Empire Resorts, Inc., a Delaware corporation (the “Company”), pursuant to which, among other things, Merger Sub will be merged with and into the Company with the Company being the surviving entity of such merger (the “Merger”). Capitalized terms used and not defined herein but defined in the Merger Agreement shall have the meanings ascribed to them in the Merger Agreement, except as otherwise provided herein. This letter is being delivered by Kien Huat Realty III Limited, an Isle of Man limited company (“Investor”), to Parent in connection with the execution of the Merger Agreement. Concurrently with the delivery of thi
CUSTODY AGREEMENTCustody Agreement • August 27th, 2009 • Kien Huat Realty III LTD • Retail-eating & drinking places • New York
THIS CUSTODY AGREEMENT (as the same may be amended or modified from time to time pursuant hereto, this “Custody Agreement”) is made and entered into as of August 19, 2009, by and between Kien Huat Realty III Limited, a corporation organized in the Isle of Man (the “Purchaser”) and JPMorgan Chase Bank, National Association (the “Custodian”).
JOINT FILING AGREEMENTJoint Filing Agreement • August 27th, 2009 • Kien Huat Realty III LTD • Retail-eating & drinking places
The undersigned agree to file jointly with the Securities and Exchange Commission a statement on Schedule 13D (and any amendments or supplements thereto required under Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), in connection with the holdings by the undersigned of the common stock of Empire Resorts, Inc., pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Exchange Act. The undersigned further agree that this joint filing agreement shall be included as an Exhibit to the Schedule 13D and each such amendment. This Joint Filing Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument.
JOINT FILING AGREEMENTJoint Filing Agreement • January 7th, 2015 • Kien Huat Realty III LTD • Retail-eating & drinking places
The undersigned agree to file jointly with the Securities and Exchange Commission a statement on Schedule 13D (and any amendments or supplements thereto required under Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), in connection with the holdings by the undersigned of the common stock of Empire Resorts, Inc., pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Exchange Act. The undersigned further agree that this joint filing agreement shall be included as an Exhibit to the Schedule 13D and each such amendment. This Joint Filing Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument.
TERM SHEETTerm Sheet • August 6th, 2019 • Kien Huat Realty III LTD • Retail-eating & drinking places • Delaware
This binding term sheet (this “Term Sheet”), dated as of August 5, 2019, is entered into by Kien Huat Realty III Limited (“Kien Huat”), Genting Malaysia Berhad (“GenM”) and Genting (USA) Limited (“Gen USA” and together with Gen M, “Genting,” and Genting together with Kien Huat, the “Parties” and each a “Party”). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, each of the Parties, intending to be legally bound, hereby agree as follows:
Kien Huat Realty III LimitedLetter Agreement • May 23rd, 2019 • Kien Huat Realty III LTD • Retail-eating & drinking places • Delaware
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • November 12th, 2009 • Kien Huat Realty III LTD • Retail-eating & drinking places
This Assignment and Assumption Agreement (the “Assignment”) is made as of September 24, 2009, by and between Kien Huat Realty III Limited, an Isle of Man corporation (the “Assignor”) and Au Fook Yew (the “Assignee”).
