CREDIT AGREEMENT DATED AS OF MAY 17, 2010 AMONG VENETIAN ORIENT LIMITED, as the Borrower, THE LENDERS LISTED HEREIN, as Lenders, GOLDMAN SACHS LENDING PARTNERS LLC, BNP PARIBAS, HONG KONG BRANCH, CITIBANK, N.A., CITIGROUP GLOBAL MARKETS ASIA LIMITED,...Credit Agreement • August 9th, 2010 • Las Vegas Sands Corp • Hotels & motels • New York
This CREDIT AGREEMENT is dated as of May 17, 2010 and entered into by and among VENETIAN ORIENT LIMITED, a Macau corporation (the “Borrower”), THE FINANCIAL INSTITUTIONS LISTED ON THE SIGNATURE PAGES HEREOF (each individually referred to herein as a “Lender” and collectively as the “Lenders”), THE BANK OF NOVA SCOTIA (“SCOTIA CAPITAL”), as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), GOLDMAN SACHS LENDING PARTNERS LLC (“GSLP”), BNP PARIBAS, HONG KONG BRANCH (“BNP”), CITIBANK, N.A. (“CNA”), CITIGROUP GLOBAL MARKETS ASIA LIMITED (“CGM”), CITICORP FINANCIAL SERVICES LIMITED (“CFSL”) and CITIBANK, N.A., HONG KONG BRANCH (together with CNA, CGM and CFSL, “Citi”), UBS AG HONG KONG BRANCH (“UBS”), BARCLAYS CAPITAL, THE INVESTMENT BANKING DIVISION OF BARCLAYS PLC (“Barclays”), BANK OF CHINA LIMITED, MACAU BRANCH (“BOC”) and INDUSTRIAL AND COMMERCIAL BANK OF CHINA (MACAU) LIMITED (“ICBC”) as Global Coordinators and Bookrunners (in such capacity, the “Glob
GUARANTYGuaranty • August 9th, 2010 • Las Vegas Sands Corp • Hotels & motels • New York
This GUARANTY (as amended, supplemented, amended and restated or otherwise modified from time to time, this “Guaranty”), dated as of May 17, 2010, is made by Sands China Ltd., a company organized in the Cayman Islands with limited liability (the “Sponsor”) and each Subsidiary of the Borrower (as defined below) required from time to time to become party hereto pursuant to the Credit Agreement (as defined below) (the Sponsor and each such Subsidiary each individually, a “Guarantor” and, collectively, the “Guarantors”), in favor of and for the benefit of The Bank of Nova Scotia, as administrative agent (together with its successor(s) thereto in such capacity, the “Administrative Agent”).
SPONSOR AGREEMENT Dated as of May 17, 2010 Among SANDS CHINA LTD., As Sponsor and THE BANK OF NOVA SCOTIA, As Administrative Agent and BANK OF CHINA LIMITED, MACAU BRANCH, As Collateral AgentSponsor Agreement • August 9th, 2010 • Las Vegas Sands Corp • Hotels & motels • New York
This SPONSOR AGREEMENT (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of May 17, 2010 is entered into by and between Sands China Ltd. (“SCL ” or the “Sponsor”), The Bank of Nova Scotia (“Scotia Bank”), as administrative agent under the Credit Agreement referred to below (in such capacity, the “Administrative Agent”) and Bank of China Limited, Macau Branch, as the collateral agent under the Collateral Agency Agreement referred to below (in such capacity, the “Collateral Agent”).
