0000912057-02-039102 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • October 21st, 2002 • Wynn Resorts LTD • Hotels & motels

THIS EMPLOYMENT AGREEMENT ("Agreement") is made and entered into as of the 4 day of October, 2002, by and between WYNN RESORTS, LIMITED ("Employer") and Marc D. Schorr ("Employee").

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Amended and Restated Business Loan Agreement
Wynn Resorts LTD • October 21st, 2002 • Hotels & motels • Illinois

This Amended and Restated Business Loan Agreement, dated as of May 30, 2002, is between BANK OF AMERICA, N.A. (the "Lender") and WORLD TRAVEL, LLC (the "Borrower") and amends and restates that certain Business Loan Agreement, dated as of February 28, 2002 between the Borrower and the Lender (the "Original Loan Agreement") and is not a repayment or novation of the Original Loan Agreement.

FORM OF LEASE AGREEMENT between VALVINO LAMORE, LLC, Landlord and WYNN LAS VEGAS, LLC, Tenant Dated
Lease Agreement • October 21st, 2002 • Wynn Resorts LTD • Hotels & motels • Nevada

THIS LEASE AGREEMENT (this "Lease") is entered into as of the day of October, 2002 by and between Valvino Lamore, LLC, a Nevada limited liability company ("Landlord"), and Wynn Las Vegas, LLC, a Nevada limited liability company ("Tenant").

FORM OF INDEMNITY AGREEMENT
Indemnity Agreement • October 21st, 2002 • Wynn Resorts LTD • Hotels & motels • Nevada

THIS INDEMNITY AGREEMENT is made and entered into as of , 2002, by and between Wynn Resorts, Limited, a Nevada corporation (the "Company") and (the "Indemnitee"), as an "Agent" (as hereinafter defined) of the Company.

FORM OF GOLF COURSE LEASE between WYNN RESORTS HOLDINGS, LLC, Landlord and WYNN LAS VEGAS, LLC, Tenant Dated
Course Lease • October 21st, 2002 • Wynn Resorts LTD • Hotels & motels • Nevada

THIS GOLF COURSE LEASE (this "Lease") is entered into as of the day of October, 2002 by and between Wynn Resorts Holdings, LLC, a Nevada limited liability company ("Landlord"), and Wynn Las Vegas, LLC, a Nevada limited liability company ("Tenant").

First Amendment to Letter of Intent
Wynn Resorts LTD • October 21st, 2002 • Hotels & motels

This FIRST AMENDMENT TO THE LETTER OF INTENT (this "Amendment") is entered into as of October 4, 2002, by and among Valvino Lamore, LLC ("Valvino") and Maserati North America, Inc. ("MNA"). Capitalized and other terms used herein that are not defined herein shall have the meanings ascribed to them in the Letter of Intent (as defined below).

DISTRIBUTION AGREEMENT AND ASSIGNMENT
Distribution Agreement and Assignment • October 21st, 2002 • Wynn Resorts LTD • Hotels & motels • Nevada

THIS DISTRIBUTION AGREEMENT AND ASSIGNMENT (this "Agreement") is made and entered into effective as of October 17, 2002 (the "Distribution Date"), by and between Wynn Resorts, Limited, a Nevada corporation ("Wynn Resorts"), and Valvino Lamore, LLC, a Nevada limited liability company ("Valvino"), with reference to the following facts:

MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT
Mortgage, Security Agreement and Assignment • October 21st, 2002 • Wynn Resorts LTD • Hotels & motels

THIS MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT, dated as of February 28, 2002 is between WORLD TRAVEL, LLC, a Nevada limited liability company (hereinafter referred to as the "Grantor"), and BANK OF AMERICA, N.A., a national banking association with a place of business at 231 South LaSalle Street, Chicago, Illinois 60697 (the "Lender").

SHAREHOLDERS' AGREEMENT by and among WYNN RESORTS (MACAU), LIMITED, WYNN RESORTS INTERNATIONAL, LTD., WONG CHI SENG, and WYNN RESORTS (MACAU), S.A.
Shareholders' Agreement • October 21st, 2002 • Wynn Resorts LTD • Hotels & motels

THIS SHAREHOLDERS' AGREEMENT is made and entered into as of October 15, 2002, by and among WONG CHI SENG, WYNN RESORTS INTERNATONAL, LTD., WYNN RESORTS (MACAU), LIMITED, and WYNN RESORTS (MACAU), S.A.

FORM OF DRIVING RANGE LEASE between VALVINO LAMORE, LLC, Landlord and WYNN LAS VEGAS, LLC, Tenant Dated
Driving Range Lease • October 21st, 2002 • Wynn Resorts LTD • Hotels & motels • Nevada

THIS DRIVING RANGE LEASE (this "Lease") is entered into as of the day of September, 2002 by and between Valvino Lamore, LLC, a Nevada limited liability company ("Landlord"), and Wynn Las Vegas, LLC, a Nevada limited liability company ("Tenant").

FORM OF WYNN RESORTS, LIMITED RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • October 21st, 2002 • Wynn Resorts LTD • Hotels & motels • Nevada

THIS RESTRICTED STOCK AGREEMENT (the "Agreement") is made and entered into as of , 2002 ("Grant Date") by and between Wynn Resorts, Limited, a Nevada corporation (the "Company"), and (the "Grantee"), with reference to the following facts:

SHARE SUBSCRIPTION AND SHAREHOLDERS' AGREEMENT by and among S.H.W. & CO. LIMITED, SKKG LIMITED, L'ARC DE TRIOMPHE LIMITED, CLASSIC WAVE LIMITED, YANY KWAN YAN CHI, LI TAI FOON, KWAN YAN MING, WONG CHI SENG, WYNN RESORTS INTERNATIONAL, LTD., and WYNN...
Share Subscription and Shareholders' Agreement • October 21st, 2002 • Wynn Resorts LTD • Hotels & motels • Hong Kong

THIS SHARE SUBSCRIPTION AND SHAREHOLDERS' AGREEMENT is made and entered into as of October 15, 2002, by and among S.H.W. & CO. LIMITED, SKKG LIMITED, L'ARC DE TRIOMPHE LIMITED, CLASSIC WAVE LIMITED, YANY KWAN YAN CHI, LI TAI FOON, KWAN YAN MING, WONG CHI SENG, WYNN RESORTS INTERNATIONAL, LTD., and WYNN RESORTS (MACAU) HOLDINGS, LTD.

FORM OF PARKING FACILITY LEASE between VALVINO LAMORE, LLC, Landlord and WYNN LAS VEGAS, LLC, Tenant Dated
Parking Facility Lease • October 21st, 2002 • Wynn Resorts LTD • Hotels & motels • Nevada

THIS PARKING FACILITY LEASE (this "Lease") is entered into as of the day of October, 2002 by and between Valvino Lamore, LLC, a Nevada limited liability company ("Landlord"), and Wynn Las Vegas, LLC, a Nevada limited liability company ("Tenant").

First Amendment to Letter of Intent
Wynn Resorts LTD • October 21st, 2002 • Hotels & motels

This FIRST AMENDMENT TO THE LETTER OF INTENT (this "Amendment") is entered into as of October 4, 2002, by and among Valvino Lamore, LLC ("Valvino") and Ferrari North America, Inc. ("FNA"). Capitalized and other terms used herein that are not defined herein shall have the meanings ascribed to them in the Letter of Intent (as defined below).

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