0000950123-08-015246 Sample Contracts

AMENDMENT TO MEZZANINE F LOAN AGREEMENT
Mezzanine F Loan Agreement • November 13th, 2008 • American Casino & Entertainment Properties LLC • Services-miscellaneous amusement & recreation • New York

This Amendment to Mezzanine F Loan Agreement (this “Amendment”), dated as of June 20, 2008 (the “Effective Date”), by and among GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership (“Lender”), as lender, and W2007 ACEP SIXTH MEZZANINE A BORROWER, L.P., a Delaware limited partnership, and W2007 ACEP SIXTH MEZZANINE B BORROWER, L.P., a Delaware limited partnership, as borrowers (collectively, “Borrower”), amends that certain Mezzanine F Loan Agreement, dated as of February 20, 2008 (the “Loan Agreement”; all capitalized terms used but not defined herein shall have the respective meanings given such terms in the Loan Agreement).

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AMENDMENT TO MEZZANINE I LOAN AGREEMENT
Mezzanine I Loan Agreement • November 13th, 2008 • American Casino & Entertainment Properties LLC • Services-miscellaneous amusement & recreation • New York

This Amendment to Mezzanine I Loan Agreement (this “Amendment”), dated as of June 20, 2008 (the “Effective Date”), by and among GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership (“Lender”), as lender, and W2007 ACEP NINTH MEZZANINE A BORROWER, L.P., a Delaware limited partnership, and W2007 ACEP NINTH MEZZANINE B BORROWER, L.P., a Delaware limited partnership, as borrowers (collectively, “Borrower”), amends that certain Mezzanine I Loan Agreement, dated as of February 20, 2008 (the “Loan Agreement”; all capitalized terms used but not defined herein shall have the respective meanings given such terms in the Loan Agreement).

AMENDMENT TO MEZZANINE B LOAN AGREEMENT
Mezzanine B Loan Agreement • November 13th, 2008 • American Casino & Entertainment Properties LLC • Services-miscellaneous amusement & recreation • New York

This Amendment to Mezzanine B Loan Agreement (this “Amendment”), dated as of June 20, 2008 (the “Effective Date”), by and among GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership (“Lender”), as lender, and W2007 ACEP SECOND MEZZANINE A BORROWER, L.P., a Delaware limited partnership, and W2007 ACEP SECOND MEZZANINE B BORROWER, L.P., a Delaware limited partnership, as borrowers (collectively, “Borrower”), amends that certain Mezzanine B Loan Agreement, dated as of February 20, 2008 (the “Loan Agreement”; all capitalized terms used but not defined herein shall have the respective meanings given such terms in the Loan Agreement).

AMENDMENT TO MEZZANINE E LOAN AGREEMENT
Mezzanine E Loan Agreement • November 13th, 2008 • American Casino & Entertainment Properties LLC • Services-miscellaneous amusement & recreation • New York

This Amendment to Mezzanine E Loan Agreement (this “Amendment”), dated as of June 20, 2008 (the “Effective Date”), by and among GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership (“Lender”), as lender, and W2007 ACEP FIFTH MEZZANINE A BORROWER, L.P., a Delaware limited partnership, and W2007 ACEP FIFTH MEZZANINE B BORROWER, L.P., a Delaware limited partnership, as borrowers (collectively, “Borrower”), amends that certain Mezzanine E Loan Agreement, dated as of February 20, 2008 (the “Loan Agreement”; all capitalized terms used but not defined herein shall have the respective meanings given such terms in the Loan Agreement).

AMENDMENT TO MEZZANINE H LOAN AGREEMENT
Mezzanine H Loan Agreement • November 13th, 2008 • American Casino & Entertainment Properties LLC • Services-miscellaneous amusement & recreation • New York

This Amendment to Mezzanine H Loan Agreement (this “Amendment”), dated as of June 20, 2008 (the “Effective Date”), by and among GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership (“Lender”), as lender, and W2007 ACEP EIGHTH MEZZANINE A BORROWER, L.P., a Delaware limited partnership, and W2007 ACEP EIGHTH MEZZANINE B BORROWER, L.P., a Delaware limited partnership, as borrowers (collectively, “Borrower”), amends that certain Mezzanine H Loan Agreement, dated as of February 20, 2008 (the “Loan Agreement”; all capitalized terms used but not defined herein shall have the respective meanings given such terms in the Loan Agreement).

AMENDMENT TO MEZZANINE D LOAN AGREEMENT
Mezzanine D Loan Agreement • November 13th, 2008 • American Casino & Entertainment Properties LLC • Services-miscellaneous amusement & recreation • New York

This Amendment to Mezzanine D Loan Agreement (this “Amendment”), dated as of June 20, 2008 (the “Effective Date”), by and among GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership (“Lender”), as lender, and W2007 ACEP FOURTH MEZZANINE A BORROWER, L.P., a Delaware limited partnership, and W2007 ACEP FOURTH MEZZANINE B BORROWER, L.P., a Delaware limited partnership, as borrowers (collectively, “Borrower”), amends that certain Mezzanine D Loan Agreement, dated as of February 20, 2008 (the “Loan Agreement”; all capitalized terms used but not defined herein shall have the respective meanings given such terms in the Loan Agreement).

AMENDMENT TO MEZZANINE A LOAN AGREEMENT
Mezzanine a Loan Agreement • November 13th, 2008 • American Casino & Entertainment Properties LLC • Services-miscellaneous amusement & recreation • New York

This Amendment to Mezzanine A Loan Agreement (this “Amendment”), dated as of June 20, 2008 (the “Effective Date”), by and among GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership (“Lender”), as lender, and W2007 ACEP FIRST MEZZANINE A BORROWER, L.P., a Delaware limited partnership, and W2007 ACEP FIRST MEZZANINE B BORROWER, L.P., a Delaware limited partnership, as borrowers (collectively, “Borrower”), amends that certain Mezzanine A Loan Agreement, dated as of February 20, 2008 (the “Loan Agreement”; all capitalized terms used but not defined herein shall have the respective meanings given such terms in the Loan Agreement).

AMENDMENT TO MEZZANINE G LOAN AGREEMENT
Mezzanine G Loan Agreement • November 13th, 2008 • American Casino & Entertainment Properties LLC • Services-miscellaneous amusement & recreation • New York

This Amendment to Mezzanine G Loan Agreement (this “Amendment”), dated as of June 20, 2008 (the “Effective Date”), by and among GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership (“Lender”), as lender, and W2007 ACEP SEVENTH MEZZANINE A BORROWER, L.P., a Delaware limited partnership, and W2007 ACEP SEVENTH MEZZANINE B BORROWER, L.P., a Delaware limited partnership, as borrowers (collectively, “Borrower”), amends that certain Mezzanine G Loan Agreement, dated as of February 20, 2008 (the “Loan Agreement”; all capitalized terms used but not defined herein shall have the respective meanings given such terms in the Loan Agreement).

AMENDMENT TO LOAN AGREEMENT
Loan Agreement • November 13th, 2008 • American Casino & Entertainment Properties LLC • Services-miscellaneous amusement & recreation • New York

This Amendment to Loan Agreement (this “Amendment”), dated as of June 13, 2008 (the “Effective Date”), by and among GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership (as successor in interest to Goldman Sachs Commercial Mortgage Capital, L.P.) (“Lender”), as lender, and W2007 AQUARIUS PROPCO, L.P., a Delaware limited partnership, W2007 STRATOSPHERE PROPCO, L.P., a Delaware limited partnership, W2007 STRATOSPHERE LAND PROPCO, L.P., a Delaware limited partnership, W2007 ARIZONA CHARLIE’S PROPCO, L.P., a Delaware limited partnership, and W2007 FRESCA PROPCO, L.P., a Delaware limited partnership, as borrowers (collectively, “Borrower”), amends that certain Loan Agreement, dated as of February 20, 2008 (the “Loan Agreement”; all capitalized terms used but not defined herein shall have the respective meanings given such terms in the Loan Agreement).

AMENDMENT TO MEZZANINE C LOAN AGREEMENT
Mezzanine C Loan Agreement • November 13th, 2008 • American Casino & Entertainment Properties LLC • Services-miscellaneous amusement & recreation • New York

This Amendment to Mezzanine C Loan Agreement (this “Amendment”), dated as of June 20, 2008 (the “Effective Date”), by and among GOLDMAN SACHS MORTGAGE COMPANY, a New York limited partnership (“Lender”), as lender, and W2007 ACEP THIRD MEZZANINE A BORROWER, L.P., a Delaware limited partnership, and W2007 ACEP THIRD MEZZANINE B BORROWER, L.P., a Delaware limited partnership, as borrowers (collectively, “Borrower”), amends that certain Mezzanine C Loan Agreement, dated as of February 20, 2008 (the “Loan Agreement”; all capitalized terms used but not defined herein shall have the respective meanings given such terms in the Loan Agreement).

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