EXHIBIT 10.101 SECOND AMENDMENT TO ENVIRONMENTAL INDEMNITY AGREEMENT THIS SECOND AMENDMENT TO ENVIRONMENTAL INDEMNITY AGREEMENT (this "AMENDMENT") is made and entered into as of this 25th day of November, 1997, by and between SAHARA LAS VEGAS CORP., a...Note Purchase Agreement • December 4th, 1997 • Santa Fe Gaming Corp • Services-miscellaneous amusement & recreation • Nevada
EXHIBIT 10.104 INTERCREDITOR AGREEMENTIntercreditor Agreement • December 4th, 1997 • Santa Fe Gaming Corp • Services-miscellaneous amusement & recreation • New York
EXHIBIT 10.96 SAHARA LAS VEGAS CORP. TRANCHE B-1 NOTE DUE DECEMBER 15, 1999Santa Fe Gaming Corp • December 4th, 1997 • Services-miscellaneous amusement & recreation
THIS NOTE MAY NOT BE REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT AS PERMITTED BY THIS LEGEND. TRANSFERS OF THIS NOTE ARE SUBJECT TO RESTRICTIONS AS PROVIDED IN THE NOTE PURCHASE AGREEMENT REFERENCED BELOW, AND THIS NOTE IS ALSO SUBJECT TO THE INTERCREDITOR AGREEMENT DATED AS OF NOVEMBER 25, 1997 BY AND AMONG SUNAMERICA LIFE INSURANCE COMPANY, SUNAMERICA, INC., AND CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC, AS SUCH NOTE PURCHASE AGREEMENT AND INTERCREDITOR AGREEMENT, AS THE CASE MAY BE, MAY BE AMENDED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME. THE HOLDER HEREOF, BY ITS ACCEPTANCE OF THIS NOTE, REPRESENTS, ACKNOWLEDGES AND AGREES THAT IT WILL NOT REOFFER, RESELL, PLEDGE OR OTHERWISE TRANSFER THIS NOTE EXCEPT IN COMPLIANCE WITH SUCH NOTE PURCHASE AGREEMENT AND INTERCREDITOR AGREEMENT.
EXHIBIT 10.95 SAHARA LAS VEGAS CORP. TRANCHE A-1 NOTE DUE DECEMBER 15, 1999Santa Fe Gaming Corp • December 4th, 1997 • Services-miscellaneous amusement & recreation
THIS NOTE MAY NOT BE REOFFERED, RESOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT AS PERMITTED BY THIS LEGEND. TRANSFERS OF THIS NOTE ARE SUBJECT TO RESTRICTIONS AS PROVIDED IN THE NOTE PURCHASE AGREEMENT REFERENCED BELOW, AND THIS NOTE IS ALSO SUBJECT TO THE INTERCREDITOR AGREEMENT DATED AS OF NOVEMBER 25, 1997 BY AND AMONG SUNAMERICA LIFE INSURANCE COMPANY, SUNAMERICA, INC., AND CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC, AS SUCH NOTE PURCHASE AGREEMENT AND INTERCREDITOR AGREEMENT, AS THE CASE MAY BE, MAY BE AMENDED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME. THE HOLDER HEREOF, BY ITS ACCEPTANCE OF THIS NOTE, REPRESENTS, ACKNOWLEDGES AND AGREES THAT IT WILL NOT REOFFER, RESELL, PLEDGE OR OTHERWISE TRANSFER THIS NOTE EXCEPT IN COMPLIANCE WITH SUCH NOTE PURCHASE AGREEMENT AND INTERCREDITOR AGREEMENT.
RECITALS --------Environmental Indemnity Agreement • December 4th, 1997 • Santa Fe Gaming Corp • Services-miscellaneous amusement & recreation • Nevada
RECITALSNote Purchase Agreement • December 4th, 1997 • Santa Fe Gaming Corp • Services-miscellaneous amusement & recreation • Nevada
EXHIBIT IV-BCompany Security Agreement • December 4th, 1997 • Santa Fe Gaming Corp • Services-miscellaneous amusement & recreation • Nevada
EXHIBIT XISanta Fe Gaming Corp • December 4th, 1997 • Services-miscellaneous amusement & recreation • Nevada
Reference is made to that certain Second Amended and Restated Note Purchase Agreement dated as of November 25, 1997 (said Second Amended and Restated Note Purchase Agreement, as it may hereafter be amended, supplemented or otherwise modified from time to time, the "AMENDED AGREEMENT;" capitalized terms used herein without definition have the meanings assigned to those terms in the Amended Agreement), by and among SAHARA LAS VEGAS CORP., a Nevada corporation (the "COMPANY"), SANTA FE GAMING CORPORATION, a Nevada Corporation ("SGC"), SUNAMERICA LIFE INSURANCE COMPANY, an Arizona corporation ("SUNAMERICA") and the other Holders party thereto.
